How it Was
by NightElfCrawler
Summary: Complete fic - Movie 2007 universe prequel. Every story has it's beginning. Great leaders pass on the torch, new ones are bound tightly to fate. Everyone makes mistakes, his only mistake was trusting someone close to him. This is his story.
1. Chapter 1: The Golden Age

_Author's note: This story is based off the 2007 movie. While I like G1, I also find the Movie more easy to manipulate, so I'm going for a more free-form approach where I can tweak things, and you can be surprised. Therefore, it's clearly going to have some non-cannon things presented, and many liberties taken. Please read with that in mind. This is my first Transformers attempt, though I have been writing for many years, so when giving feedback, no flames, only constructive criticism and comments please._

**How it Was**  
_**Chaper One: The Golden Age**_  
By: Nightelfcrawler  
_Disclaimer: Obviously Transformers is not my own, and is property of Hasbro. Be gentle._

* * *

This is our story. 

You are the first of your kind to hear it.

Heed it's lesson well, for much can be learned.

We do not know where we came from. That knowledge has been lost through the centuries, memories fading, records corrupted. We know that once, we were like you, young and inexperienced. We made mistakes, and we learned from them. We grew, developing technology, space flight, and interstellar travel when once we could barely program computers. Our society grew as we did, from small cities to a network of interconnecting systems that functioned as a whole. We had no poverty, no want. Everything we needed was provided, and we worked to better ourselves, and our people.

But like all great civilizations, peace can only last so long.

Our great Empire fell.

This is the story I tell you today.

My name is Optimus Prime, and I am the appointed leader of the Autobots, refugees from Cybertron.

* * *

"No matter how many times you say it, I'm still not going to figure out that iron-headed brother of yours." 

"Ariel, please. Can we NOT have this discussion at the moment."

"Fine. But I had to say it."

"You've said it before."

"And I'll say it again. He's never going to change, Orion."

Orion Pax sighed, feeling irritation knowing at the edge of his patience. He valued Ariel's companionship deeply, but there were times when logic failed to explain some situations. She had no siblings, she couldn't understand the bond. "That may be true, but he's good at what he does, and I don't wish to get in his way."

"He's psychotic."

"He has illusions of grandeur at times, but who doesn't." He argued, crossing his silver arms across his chassis. "You think I want to be stuck overseeing factory manufacturing my whole career?"

"No of course not." Ariel sighed, her blue optics lifting to the ceiling, as if to proclaim her exaggeration. He loved it when she did that… the way the light caught on her cranium sparkled. "But at least you're not teaching other mechs to blow things up."

"Point." He agreed, smiling slightly. Ariel had a way of putting things bluntly. "But he enjoys it, let him have some fun."

"If he ruins my finish one more time…" She growled, tapping a slim foot on the metal bridge they stood on. "…I'll personally scrap him myself."

Orion shook his head, chuckling quietly. Ariel had never much liked Minos Omega. She often said you could judge a bot by his name, and she thought Minos was an over-inflated windbag. He had to admit, his brother COULD go off on long-winded tangents, but then he was used to hearing his tirades.

"Well, I'd best be getting back to work." She turned, her head swiveling up to regard him, as her vocal processors practically purred. "See you tomorrow, hot shot."

"Yes." He murmured, one hand lightly caressing her sculpted cheek, before she turned and strode away across the bridge, heading back towards her own domicile. Orion sighed, watching her go. How was it that femmes were able to do that? She was the first he'd met since they were extremely rare, and he'd noticed others turning heads at her passing. But to his very spark, he'd never understood why she'd chosen him. He was just the foreman at the primary industrial facilities for Energon production. It was a good job, and he was responsible at it, but it was hardly glamorous. His brother's job, now THAT was glamorous. He was in charge of his very own squadron of fliers. From what he understood, his job was no more interesting that Orion's, only he DID get to leave the surface of Cybertron, journey up to the local asteroid belt and mine some of the ore there for smelting. While it was just as important as what he did, Orion was secretly jealous of the ability his brother had been given to leave the atmosphere. He'd been SO proud when he'd been given the command and authorization for alterations to his structure. He'd come home twice as big, and three times as inflated, sporting his new jet packs. He hadn't shut up about it for cycles. Still, out of all the mechs, Ariel had snubbed her nose at his brother, and instead attached to him. Orion's old mentor had taken him aside, patted his shoulder casing, and explained the sparks and the pulses to him. Femmes had the rare ability given to them by the Matrix to bond with another mech, and together they could do a very rare thing, generate new life to a new mech's shell, something that fortunately was not needed often. There were tales of this through Cybertronian history, but to think that one of these rare and fascinating creatures had walked into his life still baffled his circuitry. His mentor had warned him not to mess it up, since he likely wouldn't get another chance, and other mechs would be lining up for her if she left. He had taken that advice to heart.

It wasn't like he wished to start up a new unit of his own, goodness knows he had enough on his plate with the plant's production. But still…the idea lingered at the back of his processors every time they spent time together. Most mechs never got this chance, and often didn't want it. It was unusual, since there were more than enough workers, too many at times. They didn't need more, as long as they kept their current population in good working order. Sure, there were the occasional industrial accidents or unstable Energon reactions, but to lose a mech was as rare as creating a new one. Yet, the idea still was fascinating. Perhaps one day.

"Daydreamin' again?" Orion turned, feeling a little shame well up as he'd clearly neglected his audio receptors. His mentor had managed to sneak up on him again. "Why don't you stop chasin' her chassis and ask her to bond with you?"

"I don't think I'm ready for that yet, Ironhide." Orion sighed. "I still am trying to figure out what it means."

"Slag it, boy… you're putting off the inevitable. You and she share a similar spark. It's going to happen eventually."

"Speaking from experience?"

"Er…well…" The older veteran made a small polite cough, while turning his optics upwards to the starry sky above them. "Chromia and me, we're different."

"Yes, you've told me the tale before, old friend." Orion smiled, still fond of the story, even if he'd heard it so many times that the pathways were permanently ingrained in his CPU. "Two warriors, defending the planet against the evil Decepticons… turned the tide of battle with your wits and weapons."

"Slag it boy, you make it sound like some bedtime story. It was war."

"I know, I know." He waved a hand quickly to appease the veteran. "But the Decepticons were defeated over a millennia ago. No one has seen bolt nor brake of them since. I don't think we have to be concerned about that again."

"Yeah well…" The larger mech scratched at his round silver head. "You tell me that when I'm ready to go into stasis-lock, boy. I'm a realist."

"You're a pessimist." Orion chuckled quietly to himself.

"Eh?"

"Nothing, nothing." He avoided the intense glare and instead turned his optics back towards the city spread out beneath him. "I'm just glad we don't have to be concerned about war any longer. I don't care for fighting or strategies."

"Helps you learn about life, kid." Ironhide grunted. "But I can't pretend I don't like a little R&R… but I'm getting restless. Losin' my touch."

"You'll never lose your touch." Orion shook his head. "You've never lost a bout once yet."

"True. And the day I do, I'll turn in my cannons." He grinned proudly. "Oh, which reminds me… Alpha Trion wanted to speak with you and Minos."

Orion blinked his optics, shifting their focus to regard his mentor. "Alpha Trion? Why would he want to speak with us?" If it had just been him, he would have been concerned that his management of the facility was faulty, but the Cybertronian leader wishing to speak with them both changed things. It was rare that the elected leader summoned others for an audience. Orion had been hearing of his failing parts for vorns. It was no secret that Trion was beginning to gather candidates to a successor, but in no way had Orion even thought he would be considered. The thought send chills through his chassis.

"Didn't say." Ironhide said casually, although by now Orion knew enough about his mentor's mannerisms to tell he was excited. "But I imagine it has to do with some kinda interview-thing."

"Did he say when?"

"Soon as ya could, I guess." Ironhide replied casually. "Can go right now if you want."

"I'd rather wait for Minos to return. It would be best if we reported together."

"Sure, as you like kid." Chuckled his mentor. "But one of these days, you're gonna have to kick that brother of yours in his aft and tell him to go find his own path. You coddle him too much."

"He needs some guidance." Orion sighed. "He comes to me for advice."

"He needs to get his head straight on his own. He'll learn. Course, blastin' rocks all day probably got a few loose nuts in his cranium."

Orion smiled. Perhaps Ironhide was right. His advice, crude as it sometimes was, usually was smart and accurate. He'd seen more things in his vorns of service than Orion could ever hope to. Of course, it had been a very different time in his day of glory. Ironhide told the tales often. Stories of great battles, wars against a powerful enemy capable of brutal destruction. It had sapped their Energon resources severely, destroyed half the planet, and drove them to new limits. It had only been the cunning wit of some brave mech that had developed a new method of disguise which allowed them to triumph, and drive the Decepticons away. Everyone assumed they were all gone, fled or offline by now, but Ironhide swore they'd be back one day, when someone strong enough to lead them came around to stimulate their fluids. It had been a strange development in Cybertronian history when this civil war had broken out. Until then, the planet had been peaceful, developing their technology on their own, never having felt the blow of rivalries between them. But then, a faction rose wishing to take power into their hands, and the two had been forced to fight. That was the beginning of the Decepticons …and it wasn't the end, according to Ironhide. Though the factions had stood down and melted back into the framework of their rebuilt city, the wariness still remained. This was why their leader had been appointed, instead of individual cities, it was one united city. Everyone respected Alpha Trion's wisdom and experience. He had been one of the heroic victors of the Civil war, and unanimously appointed leader by the ruling council. Under his watch, the city had prospered, their civilization had risen to new boundaries, and they had flourished.

It slightly disturbed him that this balance was now in jeopardy, and he knew Ironhide felt the same way.

"My boy…" He'd told him one cycle. "…this could spell trouble, or it could be nothing. But any time you got a new change of power, people are gonna question it. This could be the chance the Decepticons have been waiting for, mark my words… trouble will brew when a new leader is elected."

He was probably being overly paranoid as he often was, but still… something about his warning had stuck with Orion, and he'd kept it in mind.

"You don't give yourself enough credit."

"How so?"

"You manage an entire production line. The Energon is key to our facilities, it's one of the most important jobs you can get, and look at you, you're still first model, barely older than a sparkling."

"Hey, wait a minute here…"

He laughed raucously. "Jus' kiddin'. But honestly, you've come far quick. You got talent. You've a fair mind, a good sense of balance, and you listen. That's the most important qualities in a leader, and that's why he's been eyein' you."

"What about Minos?"

"Well, he's the other flipside of the coin. He may not have a smart head on him, but he's got respect, skills, and strategy to boot. He's a kid after my own spark." Ironhide snorted. "Got a sharp knack for tactics that one. Probably why they stuck him in charge of the big guns." He looked thoughtful. "Can't say I know what Trion's thinkin' though… Minos' heads' too big for the chair. But, I suppose he has his reasons. Anyway…" Ironhide stretched, gears grinding. He scratched at the old scar stretching down his chassis from optic to vocal processors. "I'd best be getting back. Let me know how it goes, kid."

"You got it."

He watched his mentor shift forms into a more transportable method, before turning and starting his way down the bridge towards the city proper. He was jealous that Ironhide could do that… He'd always wanted the ability to transform, but he didn't need it in his job. Maybe one day. Meanwhile, he had time to walk this new development off and think it through. What would he say to Trion? He had never met the leader before, it unnerved his CPU to think he wanted a private audience. Certainly, there was no reverence among mechs, but he was a bot to be respected nonetheless. Trion's position was key to their society.

"Incoming!" Came a sudden booming voice above him, and Orion looked up in time to take a quick step back, as twin fueled jets nearly took the chrome off his cranium.

"Minos." He said with a sigh, as his brother slammed down onto the bridge, making it quiver slightly at the impact. "I take it you got the message too?"

"Yeah." Minos stood several heads taller than his brother, and while their facial features were constructed differently, the similar protoforms were there. They were the same models, only altered for their jobs. Minos sported his boosters, several cutting and welding tools, while Orion was land-bound, and carried tools to assist his job as foreman. "What's the old geezer want with us?"

Orion mentally sighed. His brother often showed little respect for authority, yet demanded it of others when it came to himself. The only one he seemed to regard as an equal was him. "Ironhide didn't say, but I have a good guess."

"Bah." Minos snorted as the two started walking down the causeway. "That ol' mech shoulda off lined himself vorns ago."

Orion kept quiet, not wishing to start another argument, though he felt slightly indignant at their mentor being referred to in such a degrading manner. He had taught them both since they had been sparklings. His knowledge was key to their learning, and while there had been other younglings benefiting from the sessions, the war veteran had taken a liking to the brothers most of all. He refused to acknowledge it, but Orion had managed to pry the answer out of his cranium one cycle. He claimed they reminded him of his and his spark-mate's own sparklings that had long since moved on to their own place in the world. Though they'd decided not to raise another, he still found the ability to train younglings appealing to him, and challenging. It was almost like fighting a war again, he'd told him.

The two made their way to the City Center, with Minos holding most of the conversation himself. Orion never minded, considering his brother often left him little option. However, Minos stopped his rambling when they reached the Council building. Two mechs were standing watch outside, but permitted them entry after a quick scan confirmed their identities. Unlike the brothers, these mechs had taken alternate forms. Most mechs didn't require them here on their home world, but for those that were trained in battle, and kept guard of their leader, they stood tall with blue paint sparkling off the light from the stars. The doors opened, allowing them entry. Within, they caught their first glimpse of the Council Hall. Having never had a reason to enter before, they both examined their surroundings. The Council hall was arranged in a half-circular pattern, with a chair at each position. They stood empty at the moment, but Orion had no doubt that the room would be much different when a session was in play. However, they made their way through the Hall, and into the private holds of Alpha Trion's chambers beyond. The first room was intimidating, and impressive at once. An enormous space with plenty of room for a full audience, centered with a massive chair, in which Alpha Trion himself sat, patiently waiting for them.

The mech was old, they knew this without having ever laid eyes upon him. But seeing him, they knew perhaps the rumors of his systems failing were greatly misrepresented. The mech's optics were dim, though they studied them as they moved towards him. They could hear the audible sounds of his pumps working overtime, and the grinding of his rotors as he leaned closer. Like his guards, he had adapted an alt form, green paint fading with gold highlights on his frame, less sleek and elegant as the two protoforms before him.

"Greetings." He wheezed, his audio receptors garbled and crackling as he spoke. "Orion Pax, Minos Omega…." He studied them each in turn as they stood at attention before him. "I have heard of each of your accomplishments in turn, and wished time to judge your abilities for myself." Orion heard his brother's pumps work faster at this news. So it was true, he thought to himself, a little uncertain. He was judging them as candidates for his replacement. "Minos, your skills as a leader have been passed down to me, whispered in my ears during recharge cycles, and recommendations given from your superiors and charges alike. None can match your skills in tactics and strategies in the field." Minos' head lifted, though his features remained stoic, Orion knew he was proud. "And Orion Pax…" His attention snapped back to their leader. "Your colleagues have much to say about your skills as a leader as well. You have the ability to judge and listen, to work problems out and solve issues with the least amount of loss from resources. Not only have your charges come recommending you, but you come highly praised from my former General, Ironhide."

"Sir…" Orion began feeling uncertain if he should interrupt the leader or not. "I truly am honored by your recognition of my service, but I don't believe I have the qualities you are seeking in a replacement. I feel I should be removed from consideration."

"Hm…" Trion seemed more amused than surprised at this comment. "Ironhide also mentioned the two of you still had much to learn… Pride in the case of one, and Humility in the case of the other." He chuckled dryly. "No one is perfect, boys." Orion could feel his brother tensing beside him, clearly insulted but trying not to show it. Ironic, he thought. Sometimes outside observations were so accurate, and yet they couldn't see their own failings. "We can work on that. Nothing is set just yet. I have a handful of other candidates. The Council will be voting on a decision with my recommendations in the next few cycles. I simply wished to size you up in person, rather than judge from a database file." He straightened up, relaxing back in his chair, his joints creaking. "You both will be asked to attend the vote. Until then, my suggestion is you work on your faults. As a leader, you will need to strengthen them."

"Yes sir." Orion said quietly, noting his brother did not reply.

His CPU was going to work overtime for the next few cycles. And indeed, it provided him with little rest as they left their leader's building.

"Bah… the old mech is going senile." Minos said rather crudely, once they had left audio receptor range. "Clearly I am more fit for the position, and you obviously do not wish it, am I right?"

"I don't particularly care for it." Orion admitted. "However, if Alpha Trion thinks I am capable… I must try and improve my faults so I can better represent his choice."

"Only one can take his place." Minos tone was hard, cold.

Orion glanced over at his brother, and then put a hand lightly on his wide shoulder. "This should not come between us. If you get the position, I will be very happy for you. If I do, then I will not exclude you. Your skills are too valuable, brother."

Minos seemed appeased at that, and returned the friendly gesture. "So be it. I will value your skills as well brother. We will not let this tear our bond apart."

* * *

Orion sighed as he sunk back in his chair. His domicile was quiet, the windows overlooking a busy city byway with lights flashing as mechs traveled to and fro in high speed transpiration vehicles. He shut his optics off, to allow him to process this new situation. He hadn't always been the foreman of the Energon plant of course. He'd started out like everyone else in the production line. His brother had been a digger. They had been raised by the same parental units, created to keep each other company as they evolved. They had done so, though their temperaments had been so different there had been many arguments… sibling rivalries as they said. But the brothers, despite their differences had similar qualities, and had remained close through the years. Now this… Orion was concerned that despite his brother's assurance, this might tear their closeness apart. True, he had always been the rather confrontational one of the pair, and Orion could see he hungered for the ability to stand tall above the others. Still, he was a solid leader, and had the wits to do a fair job at defending the planet from any threats, which was important. But would he have the patience to do the more day-to-day activities like mediation and decision making? Orion didn't think so. His brother had no patience, he preferred action to talking. 

_Orion, you online?_

He blinked his optics back on, focusing on the internal messaging system. He recognized his friend's insignia. _Dion, I am not ready to recharge just yet._

_Too much on your mind, huh?_

_You heard the news I take it._

_Word travels fast, buddy. Congrats on the nomination. You'd do a good job, if I might say so._

_I don't think as positively as you, my friend._ Orion sighed. Did everyone see him as a potential leader? _Trion's position is a key one, I am not certain I have the experience necessary to fill his armor._

_Bah, you always underestimate yourself, pal. I'm tellin' you, everyone else sees it. You just need a bit of confidence to see what everyone else can. Sure you're green, but so was Trion once, before the war. Everyone learns from experience. If he sees you got potential, I'd take it to heart._

Orion smiled internally. Perhaps he had a point. Dion had always been the voice of reason since they had been sparklings. He supposed that's why they were such close friends. Dion had practical sense, and usually booted his aft into gear. _Thank you. I suppose you do have a point._

_Course I do._ Dion insisted. _You've just got your CPU so far up your aft you can't see it. Stop focusing on the job all the time, and take a look around you. Everyone looks up to you, they respect your advice and expertise, despite your age. Even Ironhide looks at you like he expects you to do great things, haven't you noticed?_

_Yes… _Orion texted back. _But…_

_Aw, can the 'but'. You got the processors, you just lack the upgrades. Way I hear it, that'll be fixed._

Orion sighed and decided to turn the subject away from his potential leadership status. _Have you heard who the other candidates are?_

_I have a list of them, just don't ask where I got it._

Orion chuckled. His friend had a knack for finding information, and not always through the proper channels. _You do realize if I replace Trion, you cannot tell me you have privileged information._

_Sure I can. _Dion texed back. _'Cause I'll be YOUR advisor in official capacity._

_Touché. _Orion chuckled. He was right, he would appoint him as an advisor. _So what did you discover?_

_Well, there's a smelter named Crux that's on the list, since he's efficient at what he does, cutting down production time in half. Then there's a few older war heroes, Ironhide was on the list but turned the offer down. And then there's you two, and…_

Uh oh, Orion thought. What was this hesitation? _And…?_

_A fem you know… Ariel._

Orion started. Ariel was on the list too? Well it made sense, she was an expert at information. Dion worked with her, he knew this better than anyone. But the fact he was competing against two of his closest companions bothered him. _She did not tell me this._

_Probably didn't wanna make you jealous._

_I am glad for her. She would make a good leader._

_She'd be different, that's for sure. A femme with enough sense and energon to get things done might draw some negative attention._

_Few still believe that old way of thinking. _Orion texed back. _Femmes are just as capable as Mechs._

_I know that, most people know that. I'm jus' sayin._

He had a point. There were some old-fashioned mechs that insisted the femmes were built different for a reason and should stick to what they were made for, sparkling raising. But Orion just couldn't process the logic. Why waste good skills and talents by placing femme's into a class of their own? There were other mechs capable of assisting in sparkling training, that was why they coupled in the first place. But still… there were those who did not think progressively. _It won't be a problem. _He sent back. _The Council is in charge of the decision, if she is best for the job, they will choose her._

_True. And man, I wouldn't mind watching her give addresses. _Dion texted back, and Orion could see the humor in his words. _She sure has a smooth chassis._

_Watch it._

_Just teasin'. Anyway, congrats on the nomination. I'll cheer for ya._

_Thank you, my friend._And with that they signed off the conversation. Perhaps Dion was right. He tended to think less of himself, because he could see others with similar skills capable of doing his job. He was no one special, just a bot filling his duty. But everyone around him seemed certain he would fill this new position just as well. He had to have faith in their visions.

The next day was filled with more congratulations than he could process. It seemed Dion had told everyone. He did his best to accept each compliment graciously, but was beginning to tire of all the attention, and constant interruption of his work. It wasn't until Dion texted him mid-day that he realized he'd been blocking all transmissions save for his closest confidants.

_Yo, Orion, turn your receivers back on._

_Dion, I appreciate the compliments, but I cannot focus on my job with these constant interruptions._

_No, there's something important you need to process. _He didn't seem very light-hearted.

Orion frowned, and flipped his internal comm. system back on. Instantly, message after message popped up. Some from bots he recognized, some from those he did not. There was a whole stream of news alerts, however. He quickly scanned through each of them, growing alarmed at what was happening. There were various news flashes, stating that several of the nominees had mysteriously stopped functioning, or failed to report into duty today. There were messages from the investigation services asking each of the nominees to check in. Orion quickly did so, and received confirmation. _Dion, what in Primus' name is going on here?_

_Sabotage, my friend. Sabotage._

_But… why?_

_Someone wants to be leader very much… _Came the grim reply.

Orion tried to process this. Someone was tampering with the process? Doing away with the candidates? That seemed illogical. It would represent a whole betrayal of everything Cybertronians stood for. It was dirty tactics…in fact…_ You don't think…_

_That's what a lot of bots are speculating, Orion. _Dion texted back solemnly. _Decepticons are playing their hand. They're back._

_We don't know that for certain. _Orion argued, trying to think rationally. _They haven't made any demands… and according to these announcements, the candidates simply are missing, or parts failed in their recharge cycle._

_I know, but if you ask me, it's far too coincidental. Watch your back Orion. I don't like this._

_Thank you my friend, I will heed your advice._

This was a troubling turn of events indeed. And he didn't like it one bit.

For the next few cycles, Cybertron was on edge. One by one, each candidate mysteriously was vanishing. A few cycles later, they would turn up hidden somewhere, like a junk heap or trash compactor. Still, no one was able to track down any suspicious activities, no one saw what happened, and rumors began to circulate. Fears that the Decepticons had returned hung on every block corner, filled the Energon marts, and continued to rotate on the news briefs. Alpha Trion even made an announcement himself for the benefit of the people, insisting that Decepticons were not in fact invading, and this situation was being dealt with.

It didn't really help the nervousness plaguing the city.

Orion stepped out of the transport tram into the downtown proper, glancing around at the protos wandering to and fro. Despite the recent situation, most were calm on the surface. He thread his way through the throngs of bots, heading towards the Energon café across the street. It was crowded with silver bodies, but a brief scan about showed him the femme was sitting towards the back at a table, watching him with amused optics.

"Bout time you got here."

"I apologize for being late, Ariel." Orion said as he slipped next to her. "I have had much on my mind."

"That is no excuse, Pax darling." She teased, handing him a glowing vial of high grade. "You forget, I have the same information to process, yet here I am, on time."

He smiled and took the high grade, slowly sipping the fuel. It tingled his pumps as it flowed into his fuel lines. "You never cease to impress me, Ariel."

"That's my job." She replied, leaning back. "Now, how are you holding up with this situation."

"I am not concerned." He said slowly. "Not for myself. I can handle any saboteurs that come my way. However, I am concerned for yours."

"Oh don't be so predictable. You know I can tackle any bucket of bolts that dares try and tamper with me." She teased him, though there was a hard edge to her vocal processors. "I'm more concerned about your brother, to be frank."

"Minos?" he blinked his optics. "I think out of all of us, he can handle himself."

"It's not HIM I'm worried about." She said darkly. "I know you don't want to hear this, but I think he could be involved in this sabotage."

"What?" Orion felt shock register in his CPU. "What are you saying, that Minos is behind the attacks?" He felt furious suddenly. "Ariel, I know you do not like him, but this is crossing the line."

"Orion, are you blind?" She demanded. "He wants power, he's always sought it. Now suddenly the moment his name is announced, he sees the other candidates as a threat to him rising to power."

"Stop this, Ariel." Orion frowned, hating to be the barrier between his two companions. "It may be true that Minos seeks power, but he would never turn to Decepticon tactics. I know him better than that."

She sighed and shook her head. "I am sorry, Orion. But I think you're mistaken. You put too much faith in your brother. I hope you're right, but…just watch him."

He sighed, staring at the high grade in his hand. Were things just destined to become worse with this change? "I will watch out for him, but I trust him with my life, Ariel. If he is doing something, I will stop him, but I will not let you implicate him if he is in fact innocent."

She regarded him solemnly. "Primus, Orion. You know my spark sings for you, but sometimes you can be such a thick shelled moron." She sighed, placing one hand on his. "Just be careful. I don't want to see you offline."

"I will not let that happen." He assured her, squeezing her hand lightly. "After all, when this is over, I have something in mind." Her optics flashed, watching him intently. He drew a slow breath, letting his pump calm down from it's steady pulse as he put his thoughts to words. "I would like to bond with you, Ariel, if you will have me."

For a moment, she said nothing, simply staring at him with wide blue optics, as if trying to somehow hack into his CPU to see if he was being serious. Then slowly, she smiled. "Well, well, so the great Orion Pax gets up the energon to ask at last." She murmured, then leaned closer, so that he could feel the pull of her spark tugging at his own. It made his systems start going haywire. "I thought you'd never ask…." She mused. "And here I'd dropped all the hints."

"My apologies." He said somewhat dazed at the near proximity of her spark. His throbbed inside him, the pull tantalizing. "I…wanted to ask before, but…"

"But you didn't have the nuggets for it." She smirked. "You're a great mech… I had my optics on you since we first met… I was patient enough to wait for you to make your mind up. When this is over, I will accept. We will become spark-bonded." Her smile was warmer than anything he'd seen in the last several vorns. "Finally."

* * *

_End of Chapter One. _

_ Thanks for reading, comments are appreciated, but please be constructive and don't flame. The concept behind this story is to bring it up to the place where the movie begins. After which I may write a sequel, as I have some inkling ideas. _


	2. Chapter 2: A Sign of Things To Come

_Author's note: This story is based off the 2007 movie. While I like G1, I also find the Movie more easy to manipulate, so I'm going for a more free-form approach where I can tweak things, and you can be surprised. Therefore, it's clearly going to have some non-cannon things presented, and many liberties taken. Please read with that in mind. This is my first Transformers attempt, though I have been writing for many years, so when giving feedback, no flames, only constructive criticism and comments please._

**How it Was**  
_**Chaper Two: A Sign of Things to Come**_  
By: Nightelfcrawler  
_Disclaimer: Obviously Transformers is not my own, and is property of Hasbro. Be gentle. _

* * *

It was the next morning he heard that Ariel was missing. 

He got the signal right before he was due to exit a recharge cycle. His systems began to come online one by one, as he groggily snapped his CPU into high gear, trying to figure out what had drawn his attention to wake several breems early. It wasn't hard to figure out, there was an emergency transmission from Dion.

_What's going on?_ He sent without hesitation, seeing the request to contact his friend immediately.

_Primus, Orion... she's gone. You need to get down here right away._

He felt his pumps freeze for a millisecond, and then he was restarting his systems at rapid recharge, surging up and out the door before he'd even finished on-lining his diagnostics. When he tore into the domicile of his spark-mate-to-be, he found five other bots gathered there, one of which was Dion, looking grim.

"Any leads?" He demanded, not waiting for any of them to speak, not wanting their pity. No way he was going to stand back and let this happen. He'd already sent a message to the plant, indicating he would be absent to work. This was priority.

"None." Ironhide grumbled, glancing back at the younger mech with oddly tender optics. "Door was forced open, looks like...fire fight occurred. But no signs as to who it was, or where she was taken. No one heard or saw a thing."

"You interviewed everyone?"

"No one was in, so they say." the war veteran frowned. "But somehow I doubt that."

"We cannot implicate them without evidence." One of the security mechs said, snapping an image of the room as he crouched, studying the floor for tread-marks.

"Well SOMEONE has to know something."

_Orion._ Came a sudden message.

He straightened up. _Minos?_

_I found her. Ariel._

The way his brother worded it made his pump freeze. The others noticed his lack of participation, and turned his way, but he ignored them. _Where? Is she functioning?_

_Her spark pulses, but she is not in good shape. She is in the smelting yard, one of my deputies discovered her while dropping off a supply._

Orion shuddered, his optics focusing immediately on Ironhide, who was next to him in a heartbeat. "Get your best mechanic, meet me in the smelting yard. Minos found her."

"Minos did, eh?" Ironhide mused, but knew better than to bring up that topic. "I'll summon an old war buddy of mine. Get movin' kid... you too." He pointed at Dion. "He'll need help."

He needn't have spoken, the two were out the door in a nanosecond, sprinting for the transportation hub. The entire way there, Orion's CPU continued to run overtime. Someone had tried to do the impossible, after their conversation last night. She hadn't been strong enough to overpower this assailant, and now she could be lost to the Matrix. Orion felt rage building up inside, a rare experience for the normally calm mech. If he lost her, he swore to Primus...

It wasn't a pretty sight, when they sped into the smelting forge. All work had been halted, and the workers were gathered around a single place. The two had to shove their way through, and what he saw froze the Energon in his lines.

His brother was knelt beside a pile of twisted scrap that once had been recognizable as the elegant chassis of Ariel. That seemed all that was left, there were twisted pieces to the side that once had been arms and legs, and her head appeared only barely attached. Her optics were dim, but he could feel the faint pull of the spark from her. She was still functioning, but only barely. His brother lifted his head to stare over at him, and his expression told Orion everything he needed to know. Minos was calm, his blue optics stoic as he regarded his brother, the expression of a soldier watching another die in battle knowing there was no helping the situation. He pushed himself to his feet and slowly walked to Orion, placing a hand on his shoulder. "I am sorry brother." He said simply, before he moved away, allowing the mech to kneel beside her. The others around backed off to give him room, as he gently scooped her head into his hand. It was only connected by some threaded cables, the lines snapped. Whoever had assaulted her had been efficient and brutal, ripping limbs off, severing Energon lines. The blue glowing liquid was stained all over the nearby equipment, dried and cold. Orion put a hand over her chassis, feeling the faint pulse beneath his palm. She was still alive, as impossible as it seemed. She was a fighter. "Hang in there, Ariel." He urged solemnly, not allowing himself the privilege of grief at the moment, not while there was still a chance. Spark transplants were tricky, but could be done. She could be given a new body, and return to his side. "I will not allow you to give up just yet." The spark under his palm pulsed once, as if she'd heard him, though it was impossible since her audio receptors were damaged beyond repair with the rest of her body. He remained there at her side, Minos keeping close, until the medic arrived with wailing siren and lights, Ironhide on his tail.

"Easy now." The mech said in a no-nonsense tone. "Let me look at the damage."

Orion moved aside, but kept close as the med-bot knelt. "Is there a chance to save her?"

The medic was silent for a while, running his own diagnostics. "Primus." He swore softly. "Whoever did this knew exactly what they were doing. No energy signatures, this was blunt force trauma...using the items from this forge." His optics glanced about at the scattered parts, crowbars, welders and other instruments covered in Energon nearby. "No trace to who did it. But he didn't finish the job." He mused, glancing up at Orion. "That tells me something..."

"That he didn't want to kill her." Ironhide muttered grimly. "Just make it so she couldn't talk."

"That fragging pile of scrap is dead." Dion growled beside him. "If I ever find him, I'll tear him apart for you, Orion."

The mech nodded numbly, not up for revenge at this point, it wasn't his nature to seek vengeance. If she survived, that was enough for him, but he WOULD seek the one responsible and see he was held accountable, that much he swore.

"Let's get her to the repair bay." the medic was saying. "If we get her there quick enough, I can hook her primary systems up to pumps to keep her stable while we construct a new body. It's going to take time, however. I don't carry spare parts for a full new system around my medical bay."

"As long as you can keep her alive, Ratchet, that's good enough." Ironhide growled. "She could be able to tell us who did this."

"Unlikely. Her CPU looks damaged." Ratchet glanced at the back of her head. "A few memory chips were ripped out. But...I won't say it's impossible. We'll just have to see." And with that, he transformed shape into his emergency vehicle form, as Ironhide and Dion carefully loaded her into the back, and he tore off with full ensemble flaring in emergency alert.

Dion put a hand on Orion's shoulder. "If anyone can save her, I'm sure he can. Ratchet's the best medic out there."

Even the comfort of his close friend didn't help unfreeze the Energon in his lines. He felt heavy and slow. "Minos..." He turned to his brother, who stepped closer, his blue optics focused on his brother. "If you hear any rumors...find out anything about who did this..."

"You have my word." Minos said firmly.

"Thank you, brother." He replied with a sigh before he allowed Dion to lead him back towards the transport hub, as they headed to the medical repair wards to wait.

The wait was nearly intolerable. Orion refused to allow his friend and brother to wait with him, insisting they carry on with their work, as it was important to Cybertron to keep things moving smoothly. However, Ironhide pointed out that he had no such excuse for him, since he was retired. He sat with him as they waited in the visitor's room, for some word of her condition. He was too concerned to recharge, and the old warrior knew he couldn't force him, so they sat, in silence for most of it, while they waited.

It was nearly a full cycle until finally the doors opened, and Ratchet came out, wiping the Energon off his hands as he spied them both. "Well, she's stable." He announced, much to Orion's relief. "Managed to hook her up to fresh Energon, so her spark's in good condition right now. As for the rest of her though... well there's not much good news. She'll need a full new body." he said finally. "I can salvage some of her CPU, but most of her memory core is damaged beyond repair. She won't be telling us who did this, probably ever. We may never know." he said solemnly. "Even her optic receivers were damaged, so no ghost image of what she last saw can be displayed, and her audio receptors were shattered, so we can't play back recordings. Like I said before, whoever did this knew exactly what he was doing. He crippled her an took out every one of her systems that could potentially implicate him." He crossed his arms, looking somber. "All this before the nominations... yes don't look so surprised, I knew you two were candidates. Someone's trying to do you all in, and you could be next, boy. I think it's best if you're put under guard, you and your brother, until the vote is over."

"I agree." Ironhide growled. "I find it fishy that there are only two of you left to begin with. It seems suspicious to me." He glanced sideways at the younger mech who frowned.

"Ariel felt the same way." He said slowly. "But do you really think my brother would be responsible for rigging the vote in such a deplorable way?"

"He's always been power-hungry, but I can't see him killing just to get a shot..." Ironhide admitted. "He's always had honor in his methods, even if I didn't understand them. However…" Ironhide grunted. "Just cause he's never shown that side to you, doesn't mean it's not there. You haven't observed him at work, none of us have. I tried talkin' to his charges, and they only talk about how wonderful he is." he snorted. "Don't have no faults, that one." He eyed Orion. "I know he's your brother, and you trust him, I've helped raise you both and I can't see him going that far, but still.. the veteran in me also sees somethin' in him that says it could happen. Just, don't walk blind to it."

"I know, thank you old friend. I value your advice."

"I know kid, I know." Ironhide sighed. He glanced at Ratchet. "How long till she can be transferred into a new body?"

"Depends on parts." The medic sighed. "It's going to be a while. She's out of danger for now, so I'd go and recharge, and I'll keep you informed."

It was hard to do as the doctor ordered, Orion soon found. Ironhide had escorted him to the Council building under his protection, and Minos had reported in some time later. They were given rooms and put under guard at all times. He was temporarily put off duty, as was his brother, until the results were released the next cycle. Minos relaxed around, talking about what the outcome might be, not seeming concerned about Ariel's health. Of course, Orion didn't expect him to be, he'd been told she was stable, that was the best news they could expect. The security bots had questioned and run memory diagnostics on those closest to her, including Minos, and come up empty. There were no memories of any events relating to the attack in any of them. So, Orion did his best to recharge, and they waited.

The time seemed to crawl forward slowly, and he'd never been more agonized to watch each measurement slide by on his chronometer. At last, their door opened and one of the council members stood waiting to escort them to the Council Hall. He could feel his brother's excitement, the thrill of the decision weighing on them both, but affecting Minos more than he. Orion hoped that his brother got the position. The responsibility of making important decisions over others was something he didn't relish. Yet, the idea of being able to affect changes for the better, it was appealing to him.

They were led through the halls, and asked to wait outside the massive council room doors, while the delegate entered. They said nothing, waiting impatiently outside until at last the doors were pulled open. Together they walked inside, and came to a stop before the half-circle of delegates, with Alpha Trion at the center of the ring. As they entered, he rose slowly, standing in newly polished armor, regal in his own right as he waited for them to enter. Orion could detect the frequency waves of the newscasts being broadcast from this place. They were live on every receiving channel.

"Over a millennia ago, Cybertron entered a new era, one of peace, of the golden age where machine strived to better life, for the benefit of us all. Our enemies were gone, our world shattered, but together we rose to fix the ruins, and we thrived. This golden era has lasted as long as we maintain responsible leaders." He paused, his voice echoing through the hall. "It is time for a new era, an era led by a new leader who will continue to promote change for Cybertron, respect it's citizens and affect the course of our world into the next millennia. As many of you are aware, there have been recent strings of events that have plagued this council's choice. It has been an unfortunate event for those involved, and we mourn their loss. However, the outcome has not influenced the council's decision, and before me stand the two candidates favored the most by this council. Given our situation, I have come to a decision based on the Council's findings." Everyone waited, the tension obvious as the decision hovered before them. "Due to overwhelming agreement among the Council, and approval by myself, I have designated my Successor to be Orion Pax." Orion felt a strange shiver run through his systems as the words sunk in. He was so overwhelmed, that he almost missed the next part, aware his brother was shaking for a different reason beside him. "Orion Pax will take over the duties of Guardian of the Matrix, function as the governing body of the Council, and have the final decision on all diplomatic matters." Orion's audio receptors were ringing, despite the lack of applause he knew had to be bursting out around the city. It was silent in here. Minos however, was standing rigid, and the fury practically radiated off of him.

"However..." Orion's optics sharpened back to Alpha Trion. "Given the recent turn of events, the Council feels a new position is also to be created in order to preserve our leadership in the event of another resurgence of Decepticon forces." Now, Orion was slightly confused. A new position? "We have agreed to name Minos Omega as High Lord Protector, governor of a new military fleet that shall be assembled and trained, in charge of protecting the Guardian of the Matrix, and our world against any threats that rise. Together, these two brothers will balance out our world into a new era."

Orion turned his optics to his brother, who was looking suddenly very pleased, as their optics met. _Congratulations._ came the text to his comm. system. _I think we both got what we wanted._

Orion wasn't sure he agreed with his brother, as he had not sought the leadership position, but he smiled and returned the message. _Congratulations to you as well, this new position sounds perfect for you._

_It certainly does._

Alpha Trion was still speaking, so they both turned their attention back to him. "You both will be upgraded in order to fulfill your new duties, and given names appropriate to your new statures. When the upgrades are complete, we will hold the official ceremonies to instate you into your posts. On behalf of the Council, I congratulate you both." And he smiled, saluting as all the Council rose, and did the same.

And that's when the applause filtered in, polite and also enthusiastic, as Minos slapped him on the shoulder with a grand laugh, obviously pleased.

So this was it... the beginning of a new era.

He walked in a daze out of the chambers, only to be faced with a full reception hall of bots, all waving and cheering as the brothers walked out of the Hall, and had to pause to acknowledge the crowd. Orion could see Ironhide smirking to one side, watching them, and he gave a small approving nod of support. _I got faith in you, kid. You can do it. Don't worry, they'll upgrade your confidence too. You'll be able to handle it._Orion gave a faint smile in response, wondering if he'd like these upgrades. He knew it would be coming, anytime you switched positions you tended to get upgrades, but this...he had the feeling he wouldn't even recognize himself when he woke up after the procedure, and he truly would be a new person with a new name. It was an odd feeling, and he wasn't sure he liked it. He almost felt caught in a spiral of events he couldn't control.

They finished acknowledging the crowds, and were led aside by a few guards, as Ironhide stomped up to join them. "Congrats boys, I think you'll make a fine pair." He said heartily.

Minos just grinned widely. "High Lord Protector... it has a grand ring to it, and I don't get stuck with that glowing hunk of rock in my chest." He chortled. "Unfortunate for you, brother."

Orion blinked. That's right, one of the responsibilities of the leader was to guard the Matrix, an intricate relic of their past. Not much was known about it, only that it was a direct link to The Matrix, the source of life, and where the mechs believed all of them originated and returned to when they ceased functioning. He put a hand over his chassis, a bit overwhelmed. He was to carry such an important piece of their culture. It was a very important burden.

"Ah don't let him ruffle your wheels, boy." Ironhide laughed. "That's just one of the trinkets you get to wield, it doesn't make you who you are. I must say though, I can't wait to see what designs they've got in mind for your upgrades."

"I have some thoughts on that." Minos spoke up immediately. "Do you think they would permit my preferences?"

"I don't see why not. I'll ask." Ironhide said, glancing sideways at the eager mech. "I suppose you'll want to name yourself too?"

"Preferably." He chuckled coolly. "I despise my current name... with a title like High Lord Protector, I need a name that's equally as distinguished."

Ironhide shook his head, and looked at Orion. "And you?"

"I don't have any preferences." Orion said softly. "I'm not very good at technical specifications and upgrades. What the council recommends will be fine."

Ironhide nodded, seeming to have suspected as much. "Don't worry boy, I'll approve any changes. I won't let them turn ya into a toaster."

"Thanks." he said wryly.

He had plenty of time to mull over the upcoming change, since they were told the upgrades would not begin for another few cycles. In the meantime, they remained on the property, and had time to themselves. Minos was in constant communication with his workers, selecting those he wished to recruit into his new militia. Orion spent more time down in Ratchet's med bay, watching as they constructed a new form for Ariel. It was slow going, but he also put in a few suggestions. Now that he was Guardian elect, he wanted to make sure she would be able to defend herself if this happened again, and give her an edge so she could become a key advisor for him. He put in some recommendations, which were accepted as he watched her new form being built. He realized, that by the time he woke from his own upgrades, she might very well be online again. That thought cheered him greatly. "I will speak with you once again, spark-mate." He murmured, resting a hand on her old chassis, still hooked up to Ratchet's machinery. "When we meet again, will we recognize one another?"

"Don't worry." Ratchet said, having overheard him. "You two are spark drawn, aren't you?" At his nod he patted him on the shoulder. "No matter what the exterior, spark bonds transcend through time. You'll know one another, trust me."

That thought warmed his spark as he spent the rest of his time reading through documents downloaded to his CPU of his duties and privileges.

Finally, the time was at hand, and he reported to the Upgrades building with his brother. They entered and were told to go into separate bays. Before doing so, Orion turned to Minos, and grasped his hand. "Good luck, brother. I will look forward to when we next meet...and the changes we will bring together."

"Indeed." Minos said returning the grasp, his optics gleaming with excitement. "We shall usher in a new era together, brother."

And with that, they parted company. Orion was led into a wide repair bay filled with complicated parts lining the shelves, and many painful looking instruments. Ratchet was there, but standing to the side as an observer, nodding as he entered. Ironhide was there as well, nodding to him as he was led to the table and asked to sit. "You ready, kid?" Ironhide asked, his arms folded as he watched him. "You'll like what they've come up with." He smirked. "They're giving you transformation capabilities, weapons, and some fun tricks." Orion's spark jumped a little. Transformation. He'd always wished to have it. Most Cybertronians didn't require the components to perform the transformations. It involved a complex scanning system as well as sensors on each limb to allow for communications and re-assembly of parts. It was expensive and lengthy to have the process done, and usually required a re-build, which of course he was getting. His CPU ran freely as he thought of what he could do with the ability. Ironhide chuckled. "I take that as approval."

"If you could lay down now." One of the techs asked, and Orion did as he was asked. "Now, you will be off-line for an extended amount of time." The tech explained. "Your health will be closely monitored, but there's no need to worry, these are routine upgrades we've dealt with every cycle." Orion nodded as he lay flat on the table, his pump working overtime as he prepared himself. "Now... are you ready?"

"Yes."

"Then rest well, Orion Pax." The tech said, as he felt a twinge under his cranium as they began to access his cortex.

Everything went silent and dark, and Orion Pax knew nothing more.

* * *


	3. Chapter 3: The Birth of a Leader

_Author's note: This story is based off the 2007 movie. While I like G1, I also find the Movie more easy to manipulate, so I'm going for a more free-form approach where I can tweak things, and you can be surprised. Therefore, it's clearly going to have some non-cannon things presented, and many liberties taken. Please read with that in mind. This is my first Transformers attempt, though I have been writing for many years, so when giving feedback, no flames, only constructive criticism and comments please._

_**How it Was**__  
__**Chaper Three: The Birth of A Leader**__  
__By: Nightelfcrawler__  
Disclaimer: Obviously Transformers is not my own, and is property of Hasbro. Be gentle._

The first thing he was aware of, was the steady beeping in the rear of his cortex. At first, he had no idea what it meant. His head was foggy, thick, and heavy. After a few moments, awareness kicked in, as suddenly a bright blue display lit up to his CPU, and diagnostic subroutines began to run rapidly through their start-up pulses, checking each function, doing checks of lines of codes and status of systems. He watched, amused as everything continued to check out, one at a time. It was so complex, much more than it had been before, he realized. Oh yes... he was undergoing upgrades. These diagnostic routines were basic start-up sequences after having been powered down for a long time. He wished he could pull up the chronometer to know precisely how much time had passed, but he could do nothing at the moment. His mind might be active, but nothing was operational yet. He had to wait. It took longer than he'd liked, but eventually the final line of code ran through his CPU, and then his systems began to kick in. His optics flickered on the same time his audio receptors crackled, and then, he blinked. Bright lights hung over him, shining down like a welcome sight from the endless darkness he'd been entombed in. He could hear the whirr of systems kicking in, pumps activating, and pulses strobing to his systems, as well as grinding metal as a face leaned into view.

"Hey kid. How ya feeling?" Ironhide greeted him carefully to see what kind of reaction he'd get.

He ran a quick scan to find his vocal processors seemed to be working, and formulated a response. The voice that echoed in his receptors was strange, deeper, and foreign to him. "It is good to see you, old friend."

Ironhide grunted, a gruff smile crossing his rotors. "And you." He offered an arm, and with his assistance, he sat up.

Immediately he noticed a few key differences. The first, was that even sitting on the raised table, he could tell his height perception was different. He was quite taller than he had been, and just sitting his shoulder came to the top of Ironhides' head. It was a very strange and eerie feeling, as he glanced upwards, seeing the ceiling looming closer than it should. "Not bad if I do say so." Ironhide was saying. "They did a good job on the upgrades. You look respectable, kid... or should I say Sir, now?" He chuckled.

"I am not sworn in yet, my friend." His strange voice still tickled his receptors. It wasn't his, it was deeper, more refined, more respectable. "You need not treat me any differently." As he said that, he wondered just how different he was. His optics swiveled down as he lifted his arms, studying his hands. The form was similar, just larger. But he also could see minute differences that told him this definitely was a new body. He could see the small sensors on each major part, the indication of transformation capabilities. He could see also other parts and pieces contained in his arms, indicating that there were more functions there, weapons and tools no doubt. He scanned what he could see, and saw that his frame was massive. It wasn't bulky like Ironhide's but it was tall, very tall. His optics swiveled to a reflective surface and found a glass panel sufficient. A strange face stared back at him. He instantly liked it. His head had been shaped into a helmet of sorts, complete with elevated audio receptors attached to the side, and a faceplate mask. With a thought, he retracted the facemask, and studied the intricate network of rotors that made up his new face. It was distinguished, older...like a leader. His optics swiveled back to Ironhide, who was letting him get used to his new protoform.

"So? Thoughts?"

"It is very distinguished." he replied, realizing for a first that he didn't feel any sense of inadequacy at the form. It seemed to fit him. Ironhide had been right, they had upgraded his confidence as well. "I do believe I like it."

"Good." Ironhide grunted, then saluted with a fist to his chest. "Then let me be the first to welcome you back, and greet our new leader..." A smile flashed over the warriors' face. "Welcome home, Optimus Prime."

* * *

It was a peculiarly strange experience, this new form. He was slowly becoming accustomed to it's movement, while larger he also felt more graceful in a way. The last time he'd gone through an upgrade, it had just been that, an upgrade. This was a whole new form, and it would take some re-adjusting. Several times he'd almost smashed his head on an object he normally wouldn't have had to duck for. He had not seen very many mechs taller than he yet, though he knew a few existed, most were built at a more common level. He also liked the name. Optimus Prime. It had a regal ring to it, one that a leader should have. Ironhide had brought him up to date on the events while he'd been offline. Approximately several jorns had gone by since he had last been online, the repairs and upgrades had been extensive. His brother was still offline, his upgrades were apparently more labor intensive. Until then, Ironhide was bringing him up to scale on his systems.

"So, added the transformation matrix, though I doubt you'll need to use it very often." His mentor was saying, lounging back in a chair as they relaxed in his new personal quarters. They had taken time to upgrade these rooms to be his own, adapting for his size, thankfully. It was a fine room with wide windows overlooking the entire expanse of the city spreading out below. "They gave you a new upgraded scanning grid and communications system, top of the line... also added a few fun features, like energy rifle and melee weapon, holographic optic projections, and some other new things that I'll let you figure out yourself." Ironhide smirked. "Not a bad arsenal. My cannons still are superior." he patted an arm. "Don't make them like they used to anymore."

Optimus chuckled quietly, a smile lighting his new face. Only his long-time mentor would refer to guns and swords as 'fun features'. He felt new, squeaky as he would have put before. Everything moved smoothly on well greased rotors, no pain, no grinding. It was a nice feeling. "You will have to give me some battle training, my friend." He said solemnly. Now that he was to be a leader, he needed to know some defensive and offensive tactics. Certainly his brother was in charge of that area, but it never hurt to know a little more. As of yet, he had no battle experience, and if he had weapons now, he needed to know how to use them properly. "I will value your expertise."

"Hah, you're not recruiting me though, I'm retired remember?"

"That may be, but you are the most knowledgeable mech I know."

"Slag, boy... you've got a whole new way about you, don'tcha." Ironhide chuckled. "You're going to finally outwit me."

Optimus smiled, knowing his old mentor was pulling his leg, at the same time the words were appropriate. He knew he was different, he could feel it.

"When you're up to it, Alpha Trion wanted to have a word with you in private." Ironhide said, standing up and stretching his limbs, rotors groaning. "Bet it's some advice for your new duties and such, so I wouldn't keep him waiting long."

Optimus sighed. Duty before relaxation, it made sense. But really, he had little to do right now. "I will go right now." He rose and Ironhide nodded in approval. "I will see you later, old friend."

"Bah, stop callin' me old!"

He chuckled all the way down to the audience chamber, and was given entry. He found his way to Alpha Trion's quarters, and welcomed in. "So, Optimus Prime." Alpha Trion nodded approvingly at his successor, staring up at him appraisingly. "The upgrades look good for you." He agreed. "Very distinguishing." He squinted his failing optics. "A bit taller than I expected, but I think that's a good thing. Especially given your brother's bulk."

"He is getting a larger body?"

"Considerably." Alpha Trion snorted. "But then, as weapons and strategic commander, it makes sense for him to be more intimidating and decked out with the latest gizmos. Have a seat, have some high grade?" He offered the vial, and Optimus nodded in acceptance. "Now, the reason I wanted to speak with you, is to give you a few tips... but more importantly to talk to you about your responsibility." Optimus nodded, his optics focused on Alpha Trion's chest chassis, where he knew the leader kept the precious treasure of their race. "You know of what I speak?"

"Yes, sir." Optimus said, enjoying the buzz the high grade gave his processors, though it gave him a sudden sad memory of Ariel's face. What had become of her? Was she repaired yet? "The Matrix of Creation, that which gives life to our people, to which is connected to The Matrix." He said, trying not to dwell on his personal business in front of their leader.

"A classic response." Trion said, sitting down next to his successor, casually. He was at ease with the young leader, not the grandiose presence he was in public. "But there is more to it than meets the eye." Wasn't there always, Optimus silently agreed. "The Matrix of course is where we believe all our life originated, and returns to when we cease to operate." Optimus nodded. Every mech learned this in basic instruction. "The Matrix of Creation is merely a construct to house a powerful artifact tied to The Matrix itself." This too, he knew. "But..." Alpha Trion said, reaching forward and flipping the hidden catch in his chest plate, pulling it back to reveal the glowing inner spark to his successor. Optimus stared at it, entranced. It's glow was far more brilliant than normal sparks, a round item sealed within a mechanical construct, rotating with brilliant lights within. Alpha Trion reached in, and removed the Matrix from his chest, holding it in his hands as he stared down at it. "...something no one knows but those who pass it on to the next, is what precisely this Matrix is." His optics lifted, to make sure that Optimus was paying attention, which of course he was. "This Matrix of Creation is not just a powerful emblem of our people, but something altogether different. Our individual sparks are blessed life through spark bonds, in most cases. But also, life can be blessed from this Allspark that resides within the Matrix."

Optimus blinked. "Allspark?"

"The Matrix is just a container to hold the Allspark." Trion explained. "Without the Matrix built to contain it, the Allspark would destroy any who placed it this close to their own spark. The Allspark has the ability to create, and destroy life." He explained quietly. "It is thought by those who have guarded it's secret for generations, that it emerged from the Matrix itself, or perhaps is the Matrix's physical form here to guide us. The truth is, none have been able to explain it's power, or it's origin." He lifted his hand, and suddenly the round shell around the glowing light cracked, and folded down into a circular ring of panels, revealing a small cube floating, rotating, in the center. It was what was giving off the glow. The cube was covered in intricate runic writing, so small that Optimus couldn't discern it. He knew it was a form of Cybertronian, but he couldn't read it. He knew it had to be the very origin of their language. His pumps were pounding the energon through his systems very rapidly as he felt it's pure power reaching out to him. "The Allspark is extremely powerful, Optimus." Trion said solemnly. "A mere bump, and it's power can wreck havoc. I will teach you how to use it properly, but I must warn you, misuse of it's power can come with deadly consequences."

"So..." Optimus said, optics still focused on the tiny cube in Trion's palm. "This is how you rebuilt Cybertron, gave life back to fallen heroes..."

"Yes." Trion agreed, smiling, his old wizened face watching the cube reverently. "It was this that enabled me to do such things. Some are able to use it's power, some are not. I made sure you were compatible of course before choosing you." He smiled before Optimus could ask the question. "We're not sure why it's attuned to certain mechs and not others, but the case remains, you can manipulate it to grant life, to rebuild whole cities, to do amazing things. Were out planet to be destroyed, it could rebuild it, and grant life back to the fallen. It can even create new life on it's own, but it requires a mind to direct it if it's to be of use. With this, you will be a wise, strong, and respected leader. And you must NEVER let it fall into hands that will abuse it's gift."

Optimus nodded, the implications striking him. If one with dangerous thoughts controlled this Allspark, he could easily see chaos. Lives ended, new life created in it's maker's image. He shuddered. "It occurs to me, sir." He said slowly. "...that one could play Primus with this relic."

"You are right." Trion said softly. "There are some that hold it in such high holy regard, a gift from Primus himself. But as to the truth…" He sighed. "My CPU is not able to process it's full capability. There have been theories that the Allspark is indeed sentient, but to my knowledge it has never made it's sentience known. It simply exists, it's power is the very basis of ours...it's power is what gives us life. It is connected to the Matrix. The same way that a femme and a mech can create life, tapping into the Matrix to draw out an individual spark, so too can the Allspark. Only this can do it all by itself, with only one person directing it." He glanced up at his young successor. "There have been those wishing to worship it's gifts, thinking it could be the answers to our existence, but it's properties are far too dangerous to be publicly known."

Indeed, a powerful tool. "You say none know of it's true properties."

"True. All mechs know of the Matrix of Creation and that the Guardian carries it, protects it. But most do not know why, nor what exactly it can do. Guard this secret with your life, Optimus Prime. You should not allow your brother to even know, it is your responsibility, and yours alone."

"I understand."

Trion nodded, then closed the container up, sealing the Allspark within. "Remember this, you must always keep it contained when holding it on your body, or it will destroy you. But it can be removed as long as it's not close to your spark. You can also use it's power by removing it from the container." He placed the round package back into his chest, in the compartment directly next to his own spark, and re-sealed it up, the glow vanishing from sight. "I will pass the Matrix to you during the ceremony, and you will officially then take my place."

"Yes sir." He said, optics staring out at the city out the windows.

"I must say, I'm looking forward to retirement." Trion chuckled. "I would never have chosen to do anything else, but the weight of responsibility does weigh on you as the cycles pass."

"What will you do with your time?"

"Oh who knows. Maybe get an upgrade, replace some failing parts...get a whole revamp. Then maybe do some fun things, like asteroid dodging."

Optimus laughed. "I never would have keyed you for a thrill-seeker."

"Ah, there is much you don't know." He laughed in return. "The face of a leader rarely shows his personal side deep within... only his close friends see that."

Understandable, Optimus thought. He would be in the public face, watched for everything he did. It would take getting used to, having two lives, public and private. "I hope you enjoy your time off, sir."

"Oh believe me, I will. But I'll keep a receptor open for any questions you have."

"Thank you, I feel I will need it."

He had plenty on his plate while he waited for his brother's upgrades to be completed. Ironhide agreed to train him in some battle tactics, and arranged for them to have some time at one of the battle simulation sites. They were scheduled for early morning runs the next cycle, so Optimus took some brief recharge time, and did some more downloading. He found he didn't need to recharge nearly as long in his new form. Apparently it was more energy efficient, but he had a feeling when Ironhide was finished with him, things would be entirely different.

So, the next cycle, he strode outside and gazed around the city. There were no guards assigned to him, since part of his upgrades had included an integrated security scan system. He could detect attacks while awake or asleep and be alerted instantly. He also had higher grade armor able to take and deflect much more damage than his flimsy shell before. He'd been told that a direct blast would barely dent him, he'd have to jump off the top of the highest building he could find onto some sharp metal in order to do damage. He was tough, and durable. He scanned by some of the fancy vehicles speeding by, briefly considering taking an alternate form for the first time. He'd been instructed how to do it, but he was also unwilling to try it alone just in case he made a mistake. No, he'd walk today. It was his first time outside in his new form, he wanted to try it out. As he stepped outside, the suns' light shone brightly off his new metal protoform. It was polished without a scratch, mirror bright and reflective. He noticed that there was also faint coloring to some of his limbs, a dull red metal mixed with silver and blue. The coloring told him that it was high grade alloy. He also felt a thrill as he walked down the bridgeway, towering over the others that passed him by. Everyone glanced his way, some saluting when they realized who he was. It wasn't obvious, not yet. His new face hadn't been broadcast across the city, but most Cybertronians knew that their future leader was awake, and all the shiny new chassis could only mean one thing, that and no one had seen him before. Still, he didn't have to fight off any crowds, he merely made his way through the city, exchanging an occasional nod of his head.

He found his way to the correct battle simulation room, and entered to find Ironhide waiting for him.

But he wasn't alone.

Optimus felt her before his optics registered her shapely form. His spark surged suddenly, and felt a surge in response as he entered the room. He stopped, staring down at the slim figure who slowly turned to face him. She was taller than before, even a few heads above Ironhide, but still didn't match his own towering height. It didn't matter. The moment her blue optics met his, everything suddenly seemed easy by comparison.

She smiled, her face different, her voice altered, but her sarcasm the same. "Well look at you. Put a few height increments, think you're top of the world now?" She folded her silver arms over her chassis, which was bulkier to match her larger frame. She too bore a helmet now too, similar to his, but more curved, less angular.

"Ariel..." he murmured, but she held a hand up, stopping him."

"Unfortunately, that designation has been recycled. After all, it would not be fair to give you a new one without adopting my own?" She teased smirking. "I am Elita One now."

He smiled. "Very well then, Elita." He liked her new name, it fit her new body well. She was less stylistic, more battle made, like him. "It is wonderful to see you functioning again."

"As it is you. Though unlike you, I've been up for a few Vorns. I got to sneak a peek or two while they finished closing you up."

He felt his energon running hot. "You have not changed much."

"That isn't accurate." She said, her smile fading to a no nonsense business tone. "I am not merely an intelligence reconnaissance official now, I am an officer in the Cybertronic Intelligence Agency." She scanned him with keen optics. "We are no longer first generation models, my friend. We are more advanced. Things change, even on the inside."

Optimus felt her words strike home. It was true, she was different, more to the point and serious, less teasing. He too, was the same. His mind focused on the tasks at hand, and he suddenly wondered if their bond would be affected by this.

"Ahem." The two of them broke apart at the harrumph from Ironhide. "If you two are done rusting my circuits over here, we have some training to complete. You can spark-bond later." He sounded strict, but they both could tell he was trying not to smile. "Now... you're both equipped with new weapons systems. We're here to break them in. Prepare to get some scratches and dents, my fellow bots..." With a snap of gears and rotors, Ironhides' twin arm cannons snapped out of their resting location, powering up with a hiss of hot blue energy. "We're about to play hard."

* * *

Ironhide had been true to his word. When the two of them walked out of the battle sim room, they were covered in new scratches and dents. Ratchet had NOT been pleased. "You're out of upgrade status only one breem and already you're scratching your finish!" He hadn't been gentle in the repairs, for either of them.

"Prime." His optics lifted from studying the high grade in front of him to the inspecting eyes of his opposite. "I like it. It's a bit too close to Primus, though." Elita smirked at that, sipping her own energy. "I just hope you don't develop a complex equal to your height."

He chuckled softly, and gazed at her with fondness. She was still in there, despite the changes. She still made him laugh. "You have been online for some time now, then."

"Yes. I had a head start on you." She said seriously, her optics studying the high grade, not lifting to him. "I came online half a vorn ago. And before you ask, no I do not remember the attack." Her optics flashed up to him seriously. "I had all manner of people interrogating me. It did no good. I remember nothing specific about my past life's events. I remember faces, designations, names, and familiar experiences that I shared… The connection with you was the strongest, but I had no individual memories of my own. Thankfully, Ironhide and Dion assisted in downloading memories they had stored to assist my CPU reformatting. It was enough to establish familiar parameters to who I was. I feel comfortable with that knowledge, and the realization that I could re-establish communication lines with you." She hesitated. "I asked to see your re-fit, despite knowing that your functions would be off-line. They permitted me entry, and when I sensed your spark I knew that our bond was not broken, however…" Her optics re-focused on him. "…it will not be the same I fear. We are both…changed."

"True." He said softly, not touching his energon yet. He wasn't in the mood with this turn of conversation. "We are not sparklings any longer, but leaders in our field. I hear you are to head an elite squad of infiltration officers."

"Yes." She agreed. "I am to pick out my team, and run them by your approval before instating them."

"You have my approval on whomever you choose to select, Elita." He said solemnly. "I trust your judgment."

"Thank you, that means a great deal." She replied, smiling once more. "But do not be so quick to simply accept my selectees. You are the future leader of our people, you must be thorough and careful. Your brother should also accept my choices, or at minimal do security checks to double-check my research."

He sighed. There was still much he had to learn about being a leader, despite the information downloaded in his processors, most of it was a learning experience that couldn't be extracted from programs. "Thank you for your counsel, Elita One." He said solemnly. "I value your advice."

"That's more like it." She leaned back. "I will send you their profiles in the next cycle for you to assess. I think you will like my choices. Have you selected your own advisers and personal cabinet yet?"

"Not quite yet." He replied thoughtfully. "I know I wish to keep Ironhide close to assist me, however he refuses to be instated in any position. I know no others, as my area of specialty was not in selecting cabinet members."

"I have some personnel files that Ironhide shared with me." She suggested. "He did some prying to find some of the best in each field. I'd say that's a good enough place to start, that and keep your audio receptors open."

"Thank you, I will."

* * *

The next cycle he received word that his brother was ready to be re-initialized. He quickly made his way down to the upgrade center, and stepped within the repair bay, very pleased to finally be able to share his experience with his brother.

He was not quite prepared for what he saw, however. He had been informed that his brother's upgrades had been more extensive than his, and his frame large. However, nothing in his CPU had prepared him for the sight that lay on the repair table beneath the viewing room. What lay off-line on the table was nothing short of a grizzled war weapon. His form was sleek, but rugged, massively bulky and not at all rounded and smooth as most mechs were. Points jutted out dangerously, massive steel extremities were solid and unbreakable in appearance. But the very thing that made his spark pulse, was just how FRIGHTENING he appeared. Cybertronians did not experience fear very often, there was little to fear. The exception was when they or their comrades were threatened with the possibility of going off-line, or being irreparably damaged.

The mere visage of his brother inspired that same feeling of fear and intimidation, as if he were looking at only one thing: A weapon of mass destruction.

"Primus." Ironhide muttered to his side, staring down with crossed arms. "If it's possible for that boy's ego to get any larger than it was already, I think I'll turn in my cannons here and now. That is ridiculous." He stared down at him with obvious disgust.

"He certainly has a…unique sense of style." Elita commented quietly. "Not very pretty."

"No, but he's not supposed to be the pretty face of the family, now is he?"

"Enough." Optimus interrupted them both. "His position is to be a protector of our people, to be the first line of defense against threats. I believe under these circumstances, his form is appropriately intimidating to any enemies we may develop."

"True enough." Ironhide muttered. "And to normal mechs too…"

"Are you ready?" Ratchet glanced up irritated at the bickering bots. His face wore a clear sign of irritation. "I'm starting to rust over here."

"Yes, please continue." Optimus said swiftly. He was just as eager to see his brother online as the irritated medic.

Ratchet harrumphed and muttered something too quiet for them to hear, though they felt they probably didn't wish to hear what he had to share anyway, then with one flick, he initiated the computer start-up modes connecting the back-up storage to the dormant mech on the table. Instantly, the computer beeped, and began to initialize the start-up boot sequences, the pumps that had been dependent on the machinery starting up and disconnecting, starting operation on their own independent of mech support. As they watched, the pumps initialized, and they could hear the cogs and whirrs of systems starting up. After waiting for several long breems, optics slowly flickered on.

They were red.

To Optimus' knowledge, no mech had ever changed optic colors, there were benefits to the blue phase range, enabling more compatible scanning, and perception senses. Red was not used except in sensory weapons. It seemed that his brother had incorporated such weapons systems into his very own optics.

Optimus frowned, watching the start-up, as Ratchet disconnected cables before the heavy metal monstrosity shoved himself up on large thick arms. He glanced around the room, optics scanning briefly his surroundings before lifting to catch sight of them in the viewing room above. Instantly, Optimus felt a pulse to connect on a wireless secure comm. channel. He admitted the frequency in his protocols, a little disturbed that suddenly encryptions and firewalls were being streamed along with other security protocols to re-write his own communications network. However, he had no intention to deny the request, and opened his channel to give the request the adequate permissions.

_Greetings, my brother._ The voice that transmitted internally was deep, gravelly, and definitely impressive of a warrior. It was very unlike the lighter tones that Optimus was familiar with.

_Welcome back to the land of the processing, brother._ He greeted, running a diagnostic on the network. It was probably the most secure connection he had ever seen in his lifetime. His brother had spared no resources in establishing this as a protected line, fitting of his position Optimus supposed. _It is good to see you functioning again._

_Well you certainly look different._ The reply voiced, tinted with tight sarcasm but also grudging respect. _Almost respectable._

_Almost?_ He sent back.

_Hah._ The laugh was short, and harsh, like an energon knife. _Got yourself the ball and chain yet?_

_If by that you refer to the Matrix, no. The ceremonies were postponed until you were functioning._

_I am functioning now._ Optimus could feel background thoughts running distant through the link as his brother began to run through his upgrades, powering up weapons systems that he'd not even known could exist. Plasma cannons, melee weapons, and the last one a fusion cannon that materialized as he slammed his arms together, metal morphing and melding as the gun reformed with a combination of elements, powering up with such ferocity that Optimus felt a shiver of something flood through the link…was that glee? _Excellent. They incorporated my schematics._

_YOUR schematics?_ Optimus was floored. _You designed this yourself?_

_I would have it no other way._ Came the smug answer, as he separated his arms while the weapon powered down. He stood, and lifted his optics again, a sudden expression that might have been a smile passing over his new ferocious features. "Let's get started."

Optimus sighed and disconnected the link, staring down at him.

"That was…interesting." Elita murmured demurely. "Does his new name fit his guns?"

"Indeed." Optimus said as they exited the viewing room, and waited by the door as it opened and his brother stalked out with heavy footfalls, his armor shining in the simulated lighting.

The fierce red optics glared down at the three, from a good head taller than Optimus. "I am Megatron."


	4. Chapter 4: United They Stand

_Author's note: This story is based off the 2007 movie. While I like G1, I also find the Movie more easy to manipulate, so I'm going for a more free-form approach where I can tweak things, and you can be surprised. Therefore, it's clearly going to have some non-cannon things presented, and many liberties taken. Please read with that in mind. This is my first Transformers attempt, though I have been writing for many years, so when giving feedback, no flames, only constructive criticism and comments please._

_**How it Was**__  
__**Chapter Four: United They Stand**__  
__By: Nightelfcrawler__  
Disclaimer: Obviously Transformers is not my own, and is property of Hasbro. Be gentle._

* * *

"Who's next on the list?"

"An intelligence officer, reconnaissance team member, two partnered dock workers, a technologist and two younglings." Elita lifted her optics at sudden movement, to see Ironhide's left optic ridge twitching. "Problem?"

"Two… partnered…. Dock workers." Ironhide suddenly powered up his cannons, and stood firmly at Optimus' left hand, aiming them right for the doors. "No way. Not on my shift. You dismiss those two RIGHT now, trust me, they're more trouble than they're worth."

Optimus lifted an optic ridge. "Ironhide. Power down the cannons. I will not have you blasting my future squad members."

Ironhide just stayed put, but did power his cannons down, refusing to tear his optics from the door as it opened. Though Optimus had not yet been officially instated, he had been given permission to start using the central chambers for his own use. He was so doing at the moment, by choosing mechs that would fit well as his personal cabinet. He had already chosen Ratchet as his CMO, and Ironhide as his weapons specialist, since the old warrior had refused to become his first or even second lieutenant. But now, he had to choose the rest of his squad, those whom he would rely on for information, defense, and advice. However, he had only seen Ironhide this worked up when facing a foe…

He couldn't see why his weapons expert was so worked up. The mechs who entered seemed professional enough. They approached as a group, and lined up at attention before their leader-elect. Optimus rose and scanned each of them as he walked towards them, stopping to face them all. He didn't know any of them, though he had read their files in depth. Each one had their own field of expertise, and he had chosen them out of dozens of candidates. "Greetings." He said solemnly, optics scanning the line-up. Primus, those two on the end were younger than he'd thought. He knew that they were barely older than sparklings, but their record achievements spoke for their skills despite their ages. Still, he felt strange recruiting children. "I have selected you as the top of your class, your squad and your teams. You show promise in leadership, strategy, technology, and information requisition. I am looking forward to working with you. I am assured that your skills will be invaluable to our people."

The group all saluted, and were dismissed. However, before leaving the two mechs who were standing closest to one another exchanged a silent communication and glance at one another, and diverted to approach Ironhide. The veteran instantly was on his guard, optics narrow, and even going so far as to make one motion, his faceplate slamming down as they approached. Optimus watched this, a bit bemused, and called up the files on the two. They were brothers, and reminded him a bit of himself and Megatron. One was brash and to the point, the other a little more sociable. But his files also included a long and detailed list of various incidents that had been reported, usually harmless actions that ended in a humorous scenario. He ran a comparison, and unsurprisingly Ironhides' name popped up in about 30 of them, and to his surprise Ratchet in 50. Oh dear…pranksters.

"Hello, 'hide." The one to the right said, his vocal processors thick with sarcasm. "Happy to see us I see?"

"Frag yourself, Sunstreaker."

"Aww, he missed us, Sunny!" The other said cheerily. "And look, those dents we left… he chose to keep them in memory of us!"

"To the Pit with both of you!" Ironhide practically exploded, as they left laughing, running off before he could change his mind and activate his cannons. "Slag it all!" He whirled around and glared intently at Optimus. "I distinctly remembering leaving them OFF my list."

"I know." Optimus said calmly, trying his hardest not to show amusement at his friend's plight. "I was curious why you blacklisted them when their skills are so clearly useful. They have a distinct knack for using the element of surprise."

"To play pranks!" Ironhide huffed. "Slag, Optimus… those two are trouble! The Twins are known troublemakers."

"I cannot afford to overlook any skills, however…unique they are."

Ironhide glared at the leader, suspiciously. "You did this on purpose didn't you."

"I don't know what you're talking about."

* * *

The ceremony was perhaps the biggest thing Cybertron had seen in Vorns. Everyone had turned up, lining streets, soaring in the skies, cheering from building tops as they waited expectantly for the parade. The buildings were shining, freshly washed. The streets were wide and polished. Even the air had been purified for the special occasion. Optics peered curiously down the empty pathway, waiting eagerly for the motorcade to approach. However, that wasn't the first sign of the parade. Suddenly from the skies above, a loud thunderous roar shook the buildings as everyone's optics turned skyward, murmurs of surprise spreading swiftly in warbles and tones as above them an enormous space jet shot above, engines burning hot with fuel, flanked by no less than fifty other flying jets, smaller in size, but no less in volume. Cheers went up in unanimous admiration as the squadron split off, and began to perform complex fancy maneuvers through the skies, daring moves that looked as if they would collide at first, but ended up back in formation smoothly, as if they were all in complete syncopation. Then, the roar of the jets was slowly drowned out as a parade of other vehicles rumbled down the bridge, at a slower pace than the fliers. The smallest transportation vehicles led the way, flashy speed cars, transports, medical units, and marching in formation behind them a line of mechs all at attention, polished to their best, arranged in height increments with the tallest of them all striding firmly behind them, acknowledging the crowds with nods of his head, facemask in place and armor shining in the light. Cheers followed the soldiers and parade the entire way through Iacon City, right to the central towers where they stood open and waiting as the procession approached.

As the procession reached the central tower, the fliers all descended with jets blazing, transforming with a flashy twist of bodies, gears and rotors to land firmly on either side of the main bridge, snapping to attention as the motorcade approached. Their leader stood at the entrance, arms crossed, red optics glowing as he towered down at his squad, each decked out to his specifications, red optics all focused at attention on him. The motorcade streamed onto the bridge, then every transport twisted and shifted, snapping to attention as they marched into the corridors, lining the entryway to the Council Chambers, as the tallest walked through the military escort, joining his brother at the entrance with a quick nod.

Together, they stepped inside.

Alpha Trion and his council was waiting within, all donning their regalia, standing as the brothers marched inside, every view screen tuned in directly to the live feed as the two stood solidly next to each other, one tall and thin, the other massive and sturdy. The cheering died out as all attention turned to their leader as he slowly approached the two of them.

"Today, we usher in a new era." Alpha Trion's voice was firm, clear, and broadcast to every audio receptor on the planet, as no one wanted to miss this today. "Two leaders to lead us towards the future, one wise and fair, the other firm and strong. Together, they shall guide Cybertron through the next vorns, into peace and prosperity." There was a sudden eruption of cheers, drowning out the leader, as he continued to speak inspirational words, as all around mechs stood at attention. Alpha Trion spoke about the future, the past, the leadership qualities that would bring their world to greatness, enhance their capabilities, and show them great wonders never before seen to their people. His speech continued among cheers and celebration, until at last he stood and approached the two of them. To Megatron, he handed the honorary staff of the office that usually hung above the desk of his office. The High Lord Protector took it, though with less enthusiasm than perhaps Optimus had expected. He could feel his brother's irritation at the honorary item. It was no true weapon, just an old relic handed down through the ages with no power, only meaning. It was something he did not appreciate. However, as Alpha Trion approached Optimus Prime, Megatron's eyes trained on his chest as he opened it up, and withdrew the shining orb of the Matrix. The halls went silent, cheers dying out as everyone stared in awe at the shining emblem of Leadership. Optimus opened his own chest chassis, revealing the place built in next to his own spark to house the precious relic. Alpha Trion passed the glowing item into his successor's hands, and Optimus Prime held it respectfully, before placing it within his own chest, and closing the chassis. He could FEEL it's power, despite knowing what to expect, the awe, the wonder still took him a moment to process, as cheers erupted all around them.

Together they turned, as all the ranks standing at attention broke ranks, and began to cheer and shoot cannons into the sky, as lights streaked into the atmosphere, exploding in colors of all the spectrum, with a tumultuous thunder of explosions in celebration of their new leaders.

* * *

"So, how does it feel?" Megatron's deep voice rumbled across the wide Council Chamber.

Optimus Prime glanced over at his brother, seated next to him. The Council Chamber had undergone a refit to incorporate two side-by-side chairs instead of merely one, so each had a place to sit and converse in an official capacity. Behind them, the colorful flags representing each of their insignia hung, one deep blue with an old red insignia that Optimus had dug up in the archives, depicting a mech's face solemnly staring out at the crowd. Megatron had chosen something similar, only re-designed the face to appear more war-like, a mask faceplate covering the icon's visage a violet emblem on a red backdrop. Brothers in arms, sharing power. It was a good feeling. However, at the question asked, Optimus turned his head. "What precisely do you refer to?"

"The Matrix." Megatron leaned forward, red optics glowing intently at his brother. "Does it call to you as it calls to me?"

Optimus sighed. His brother was obsessed with this need for power. He had thought that the upgrades he'd requested would satisfy this, the militia he'd put together would seal his desire to control and command. They had worked out a system of co-operation that would benefit the entire planet. Megatron had set up his own choice soldiers, and Optimus had designated his own advisors. It was the first time that Cybertron had a standing army of any sorts since the last war, though both brothers would not go so far as to designate it as such. "It is an honored relic of our people." He said patiently, drumming his fingers lightly on the chair's arm. "It's use is strictly one of absolute necessity should we require it, anything further is unnecessary."

"So you're not going to tell me then." It was a statement.

Optimus smiled. "If you must know, it is a very powerful feeling, brother. The Allspark within the Matrix never ceases to amaze me." He made the decision to include his brother in the Allsparks' secret, despite Alpha Trion's recommendation he did not. His argument was if they were to rule in equal status, no secrets should be kept between them. He could have kept it so, but he did not think it was required, nor did it show his abilities as a leader to deceive his brother in such an important way. However, it was times like this that he wished he hadn't gone into quite such detail about the relic. "Now, where are your officers?"

"They're coming." Megatron said firmly, leaning back in his seat, optics focused on the doors, waiting. "They are punctual."

"So I see." Optimus mused. Apparently his brother's chronometer was off. "I still fail to see why I must inspect your… ah what was the acronym you used?"

"AMS." Megatron said, sounding rather impatiently. "Have you forgotten so soon? It was your idea to name the squadrons Autobots, I merely expanded on the use of such names in designation with my fleet."

"Ah yes." Optimus mused. "Autobot Military Squadron." He had indeed made the decision to use the term Autobot in an official capacity again. It had been the name designated one faction during the war against the Decepticons, however the name had been unanimously dropped when the threat evaporated, as the Cybertronians had disbanded their official military. Now, it seemed a smart strategy to separate civilians from military. Still, he didn't see why those under Megatrons direct control needed a further designation. Weren't they all one cooperative force?

He didn't have long to wait, as the doors opened before them, and several mechs walked in, stopping at attention, saluting the two smartly. Megatron smiled lazily. "At ease." He said casually, waving a hand. The mechs still stood at attention, though their optics shifted to Optimus, almost appraisingly. "May I introduce my fleet commanders, Prime." Megatron said leaning forward. "My strategic commander, Starscream. My ballista officer Thundercracker, my intelligence officer Soundwave, my weapons expert Blackout, and my infiltration expert Barricade." The five inclined their heads as each was introduced.

Optimus nodded in turn to the five, and then shifted his optics as his squad entered after the introductions were made. They made their way forward and stopped beside Megatron's mechs, saluting. "In turn, may I introduce my team." Optimus said respectfully. "My first lieutenant, Jazz, my second lieutenant Sential, my chief medical officer Ratchet and weapons specialist Ironhide you know, my reconnaissance officer Prowl, and my two forerunner scouts Bumblebee and Arcee." The six inclined their heads in turn.

"Excellent." Megatron said, sounding rather bored. "Now we've gone through the routines, report." He demanded of his crew.

Starscream was apparently the appointed leader, and spoke up in a reedy eager voice. "We've stationed patrols around the planet, hidden in asteroid fields, positioned satellites for surveillance, and placed AMS units in key positions to defend critical systems, High Lord Protector. The planet is securely in our protection."

"Excellent." Megatron hissed, clearly pleased. "You see, Prime. Your concerns about a military presence seems not to have concerned the general populous."

"Sir, I would not be so bold as to contradict you…" Prowl spoke up politely, still at attention. "However, my reports indicate that much of Cybertron is still pre-occupied with the unstable element of Decepticon threats."

"Hah!" Starscream let out a sudden laugh, that earned him a sharp glare from Megatron, effectively shutting him up.

"Continue." Megatron said, his voice tinged with irritation.

"We have seen no moves towards any action since the attempts on the candidates lives before you took office, sirs." Prowl continued, his optics returning back to Optimus. Though they were equals in ruling, each brother governed their own teams separately and did not presume to order the others. "My concern is that we have still not tracked down those responsible for the sabotage."

"Your concern is noted." Optimus acknowledged calmly. "Perhaps we should count our blessings and consider ourselves fortunate that these attacks ceased. Perhaps our new military network has discouraged these rogue elements from striking."

"Yes." Megatron agreed, sounding amused. "I do believe you are right. Rest assured, nothing will happen on this planet without my network being informed."

"Really?" Came a new voice from the side, causing everyone's optics to swivel. A new squad had entered the room, led by a familiar shapely form. Elita One strode firmly into the chamber, flanked by four others of similar build. Optimus mentally smiled, while staying stoic behind his mask. He always wore it when on duty these days. "Then pray tell me, High Lord Protector, how my agents were able to infiltrate your network three days ago?"

"What?" Megatron frowned, clearly not having heard of this news.

"Oh yes." Elita crossed her arms, frowning at the General. "Completely unaware. We were able to download flight plans and patrol routines, plant a flash bomb in key locations and detonate it in sequence, causing a significant distraction to your officers."

"That was you!?" Starscream snapped out of turn again.

"Silence!" Megatron roared, and the flier flinched, falling silent again. Megatron looked thoughtful, as he stared intently at the infiltration femme and her squad of three others. She had personally chosen them, with Optimus' approval, and they all moved like one fluidly greased machine, following her orders to the letter. "You were the one that detonated those explosives?" Megatron asked calmly.

"Yes." Elita One said holding his gaze.

"Impressive. You are correct, there are flaws in my systems. I will work to adapt." Megatron's eyes flashed dangerously as Starscream tried to speak up again. "Do not fail me in this."

"No sir." The flier said in a rather resentful tone.

"Optimus." Elita One turned her attention back to the second leader. "I have some serious information to report. Apparently, a few mechs have caught sight of some things that have alerted concern in the outer rims. At first, it came across as just rumors. I wasn't sure that it was anything more than space junk stories. However, these rumors are spreading."

"What rumors?"

"Mechs working in the mining sites off-planet have reported seeing drones spying on their work. One even managed to score a hit, damaging one and blasting a plate off it's armor. That proved his story, though doesn't tell us what's going on."

"Drones?" Jazz spoke up now, looking thoughtful. "I have heard of such things being used during the war to help re-build fallen structures, but there haven't been any sight of them for vorns."

"True." Optimus mused, doing a quick wireless scan for documentation. There were no reported incidents of drone interactions. "The construction of symbiotic drones was banned after the war, in an effort to cut down on Decepticon infiltration. This is a concerning thing, if drones are re-appearing."

"As I thought." Elita One agreed. "Permission to track these drones, and attempt to locate their host."

Optimus glanced over at Megatron, who sent him a confirmation silently. "Granted. I believe it's a good idea to see what's behind this. So far they haven't caused trouble, it may just be a rogue element."

"Too coincidental, Prime." Ironhide spoke up darkly. "We don't see em for vorns, then they show up now. I don't get it."

"We have begun extricating older abandoned mines." Prowl spoke up thoughtfully. "It could be that they took refuge there and are being driven out by our activities."

"Possible, still I would like to find out what's behind this." Prime turned his attention to the two youngest of his squad. "Bumblebee, Arcee. I would like you to assemble a team of your own, and investigate this matter in an official capacity, while Elita's team uncovers the harder to find elements. You have my permission to select members to assist you in any capacity, but keep this low-key. If there is inside help going on, we will simply be stirring up trouble."

"Yes sir." Bumblebee saluted smartly, standing tall. Optimus smiled. He had taken a liking to the younglings. They were approximately the same age, and while they specialized in similar tactics, they had very different takes on their jobs. They also worked well together. Eager to please, and determined to do their jobs, he had found them reliable and worthy of his choice in placing them as scouts.

"Meanwhile…" Megatron spoke up thoughtfully. "Increase patrols, especially around Iacon city. I want key entrances defended, and marksmen posted at every visible vantage point. There will be no infiltration without our knowledge, is that understood?"

"Yes sir." Starscream said, saluting as he and his team turned and exited at Megatron's silent dismissal.

Optimus frowned at his brother, as he nodded to his own squad. "Do you think this is necessary? Are we not being overprotective perhaps, and paranoid?"

"If paranoid means not being caught unaware, I gladly accept that title." Megatron said, turning to smile slowly at his brother. "I am in control of our defense brother, trust me. I know what I am doing."

It was those words that echoed in his mind when the first shot hit.


	5. Chapter 5: And One Shall Stand

_Author's note: This story is based off the 2007 movie. While I like G1, I also find the Movie more easy to manipulate, so I'm going for a more free-form approach where I can tweak things, and you can be surprised. Therefore, it's clearly going to have some non-cannon things presented, and many liberties taken. Please read with that in mind. This is my first Transformers attempt, though I have been writing for many years, so when giving feedback, no flames, only constructive criticism and comments please._

_**How it Was**__  
__**Chapter Five: And One Shall Stand**__  
__By: Nightelfcrawler__  
Disclaimer: Obviously Transformers is not my own, and is property of Hasbro. Be gentle._

* * *

Cybertron had been governed through vorns of peace and prosperity. Together they had re-structured life to be the continuation of the Golden Age. Decepticons vanished into history once more, and Prime often felt there was little need for such a militaristic presence any longer. However, what they were doing was working. Their planet prospered.

He had never seen it coming. Not even close.

The night before had been a bit on the strange side, but as his brother was prone to bouts of oddness, he'd thought little of it when it happened.

"Prime…" Megatron had entered his quarters after coming off-shift, nearly interrupting his brother as he prepared to enter recharge. "I have something I wish to ask of you."

"Certainly." He had replied, always willing to accommodate his fellow leader. "What is it, brother?"

Megatron strode into his lounge, and turned, choosing not to sit as he normally did, his glowing red optics hard and keen. "I wonder if I might see the Allspark. It's power has been drawing at me constantly for the last many vorns." His optics fluttered down to the chestplate behind where the power hid. "It occurred to me that if truly we share the reign of command, that your burden should not be yours alone to bear."

Optimus peered at his brother curiously, wondering what he was up to. "Megatron, you know the designation Alpha Trion set out before us. It is my responsibility to protect the Matrix, and yours to protect our people. Your duty is by far more a burden than mine."

"Alpha Trion is obsolete. We are in charge now." Megatron said haughtily. "Perhaps wearing each others shoes for a small time might help us better understand our positions."

"Perhaps." Optimus said, not able to find any flaw in his logic. "However, I'm afraid I am reluctant to permit anyone to remove it from the safety of my protection, even myself. I have no reason to remove it to examine it like a trophy, and I believe it's power should only be used in dire circumstances. I am sorry, brother, but I cannot allow you to share this burden. It is mine to bear."

Megatron stared at Optimus with a cool gaze, and as his brother turned he completely missed the look of furious disgust crossing the mech's face. "I see." He said calmly recovering before Optimus could return with a glass of high grade held out to him. He accepted it, drinking it calmly, as he studied him. "Optimus, I am concerned for your safety, and the safety of the Allspark. It is this that has brought me here tonight."

"Safety?" Optimus turned, studying his brother. "Have new intelligence reports come out that I have not yet reviewed? It is my understanding that no signs of any infiltration has been seen since shortly after our inauguration."

"I have not wished to say anything for fear of concerning you with trivial and possibly false leads." Megatron said slowly. "But it my belief that perhaps the Decepticons are merely laying in wait for us to make a mistake."

Optimus frowned. It was possible of course, and he trusted his brother to know. Still, none of his own squad had offered any information like this, and if Megatron's people knew, his would as well. Many of them worked closely together. "What did you have in mind?"

"Place the Allspark in a protective place for safekeeping. If you are a target and taken out, then the enemy could get their hands on the Matrix." Megatron said simply. "But if it is placed in safety without the enemy's knowledge, it can be defended by the best of my troops."

"Perhaps." Optimus said again, thoughtfully staring out the window at the peaceful planet spread out before them, lights twinkling in the dark like blue sparks. "But it also places it out of my protection into a situation that can possibly become uncontrollable if enemy infiltration occurs." He shook his head, turning to his brother's stoic face. "I'm afraid I cannot risk it."

"I see." Megatron said calmly, before placing the cup down and inclining his head once. "Very well, I did my best to warn you. Let us hope that your …experience…" He said the word with some hesitation that made Optimus Prime stare in puzzlement at his brother. "…is wise enough to last. Recharge well, brother." And with that, Megatron exited the room, leaving Optimus Prime to puzzle over his words.

It would be the last time they spoke civilly to one another.

The blast took everyone unaware. At first, Optimus wasn't sure what was rousing him out of recharge. His alarm systems starting going off one by one, messages streaming in urgently one on top of another. He roused himself from stasis, groggily scanning the first before his systems were online.

It was a simple message, and oddly enough it was heavily encoded so it could not be traced._ The attack has begun._

He sat up the moment he felt the entire central tower quiver and shake. Vibrations and tremors traveled up the sturdy building, shaking everything within violently as an echoing explosion echoed in his audio receptors. The first thing he saw was fire.

The city was burning.

_Optimus!_ The instant emergency channel crackled on, connecting him instantly to his squad. He could feel the panic and fear radiating out across the link to the officers he was directly connected with. He had set up the link similar to how his brother had set up theirs, encoded to specific personnel in charge of their own squads. He could feel them all there, at attention, waiting for orders. _We're under attack! What should we do1?_ It was the confused communication of Jazz sent to him, his lieutenant shaken and unnerved by the sudden apparent siege.

_Officers report._ He demanded quickly surging to his feet, immediately on alert.

Ironhide reporting.

_Jazz here._

_Ratchet._

_Bumblebee._

_Prowl._

_Dion._

_Blaster._

_Sentinal._

_Elita One. What the FRAG is going on? I've got reports of casualties raining in like meteors!_

Optimus cleared his processors, downloading information shared openly over the link to his primary officers. He quickly assessed the situation. There were reports of massive casualties, his team had already lost links with their own squad members, and were starting to panic. _Calm down._ He urged, already surging out the doors towards the Central tower's entrance. _Gather your squads, regroup and report. Find out what's going on._

_It's happening all over the planet, Prime._ Jazz sent, his head cool and steady. _I'm getting distress calls from the civilian sectors as well as military. It's the Decepticons. They've staged a military take-over._

_Impossible._ Prime sent back, frowning. He tried to connect to his brother's link, but strangely got no response. _How could that happen, we have personnel staged in defensive positions across the city!_

_I don't know, Optimus._ Ironhide growled. _But someone sure took over in a hurry. I've got reports of whole cities being leveled, thousands destroyed!_

Primus this wasn't happening! Optimus shoved his way through the doors, startling the two sentinels outside who saluted very nervously to their leader as he ran to the edge of the bridge, and stared out at the carnage.

The city was on fire.

That was virtually impossible, was the first thought through his mind. Fire could not burn the alloy that composed their buildings, nor melt it unless it was…

His optics lifted skywards, and froze at what he saw. Fliers were swarming everywhere, but instead of firing at enemy crafts, they were sending blasts straight down into the city with high-yield weapons.

He barely had time to duck when one such blast rained down and exploded into the Central Tower. The two sentinels sent out brief screams of pain before their bodies were encompassed in the blast. Optimus was knocked from his feet, sent flying down the expanse of the bridge as it trembled underfoot, threatening to collapse. It held, but only barely as he pushed himself to his feet, looking around to see who had fired upon him.

"Hello brother."

He froze. The cold voice was recognizable, but just barely. It was so laced with venom and hatred, that he had to process the change before he slowly turned to stare at his brother hovering in mid-air above him. He was surrounded by his officers, a good fleet of them. He recognized a couple, but that was merely at the back of his processor as his optics held his brother's gaze.

Megatron was smiling. It was almost as terrifying as the weapon aimed at his head, fusion cannon glowing dangerously.

"No!" an angry voice roared, and suddenly the entire scene was shattered as missile after missile pummeled into Megatron's chest, smoke and shrapnel temporarily blinding everyone, as two strong pair of arms grabbed Optimus, and heaved him to his feet, pulling him safely out of the danger zone before the smoke cleared.

He didn't look back as he pounded down the bridge, his first lieutenant and second lieutenant running alongside him, guns drawn and masks down. "You ok, Optimus?" Jazz called as they ran.

"I have not sustained serious damage." He replied, not risking a backwards glance. He knew what Ironhide was doing, buying them time. But frag it all, if the old veteran didn't make it out of there…

"Hurry, we've regrouped ahead." Sentinal spoke up at his other side, optics scanning above. "The fraggers knew where and when to hit us." He said grimly. "They attacked key facilities, power grids, defense networks, energon plants… all at once."

Optimus said nothing as they avoided blasts, some of the fliers having seen their fleeing attempt, blasts raining down on the bridge as they ran, shaking the raised platforms dangerously beneath their feet. They knew where to strike…Of course they knew. Megatron had placed them there himself. He had told him exactly that with one glance.

"What're we gonna do, Prime?" Jazz asked as they jumped off the bridge, down into the trenches beneath the upper level, diving into a bunker building out of firing range from above. "They've just started a war!"

"We defend ourselves." Prime replied solemnly as they stopped their escape, and his optics scanned a crowd of frightened civilians mixed in with his officers, standing there waiting for him. "The Decepticons have returned." He said solemnly, lowering his optics as he pushed one hand to his chest, the weight of the Matrix suddenly heavy close to his spark.

"How?" Arcee stepped forward, her own faceplate down and cannon out, sporting a few blast scorch marks across her chassis. Bumblebee was the same, though appeared to have the worst of it, his silver body covered in black burns.

Everyone was silent, as all eyes fell on their leader.

"Megatron. We have been betrayed."

* * *

Refugees were pouring in at points all over the city.

Optimus Prime stood solemnly before the entrance to the bunker, protected by the buildings above. It was a storage facility, not meant to be used as a shelter, but lined with heavy alloy to prevent radioactive leakage, and also consequently scans. He had sent his mechs out to round up survivors and get them to similar shelters, and specifically ordered them not to engage the enemy. Not yet. They didn't have any kind of advantage right now, not even a small one. Their best bet was to regroup forces, and make a plan. The attacks had stopped for the moment, the Decepticons had what the wanted, control of the city. Patrols flew overhead keeping a watchful eye, and Optimus knew that Megatron had taken up a defensive position likely in the City Center. The Central Tower had been demolished, Ironhide had reported when he'd finally found them. The grizzled warrior was badly damaged from his attempt to distract the attacking forces to allow his leader to make his escape. Ratchet was working on him, but had informed them both that Ironhide's right optic would never function the same again, a grizzly rip in his chassis dangerously close to energon lines and vital functions would be tricky to repair, and impossible to replace. Ironhide had spat at him to just do his best and get him fit for duty as soon as possible, not caring how ugly the repairs were. He needed to be ready to defend and attack. Optimus had to agree with him.

His optics scanned the bunker. Cybertronians were huddled together, terrified. They gathered strength from his presence, however, re-assured that their leader was there, alive and well and not backing down. He stood thoughtfully by the entrance, watching the patrols, making sure to keep his scans low as not to attract attention.

"Hard to process." A voice said at his elbow. He turned to see his old friend limping up on a damaged leg. Dion looked tired, as if he required a lengthy recharge, but he wasn't about to enter it now. "We thought we knew him so well."

Optimus felt a sense of bitterness creep into him. "You knew him better than I, it seems." He commented quietly. "You warned me… as did Ironhide, and Elita One."

"Yes…" Dion admitted slowly, not wishing to insult his leader. Since he had taken office, their friendship had been reduced. After all, Dion was no expert, merely a fit technician. He had not wanted to be involved in the cabinet, but had remained a close friend. Unfortunately their time together had not been as frequent as Optimus would have like. "…but family bonds are strong and difficult to break. You had no knowledge of this action he was about to take? Not even an inkling?"

"None." Optimus sighed windily. "He spoke with me last night, interested in the Matrix. However, never once did I believe him capable of such treachery…"

"Your brother always was a bit…greedy." Dion pointed out.

"That is not my brother." Optimus said firmly, one giant metal hand gripping the side of the wall to release the pressure he felt building within. "My brother ceased operating on the upgrade table."

Dion didn't reply at first, having nothing to offer. It was clear that his leader was feeling guilt and remorse, blaming himself for not seeing this turn of events. "It's not your fault, Orion." He said quietly, using the old name in a fond way, rather than address him formally as his new title. "You were both given trusted responsibilities. You can't guess every move, and there is no way in the Pit that any of us saw this coming. He planned it out carefully for vorns, before even being notified of his nomination perhaps. You told me yourself he was an expert at re-writing code and security parameters, even through the shared bond as brothers, he forced you to accept his own firewalls, right?" Optimus didn't reply. "He wrote up the protection to keep you OUT of his mind himself. He knew what he was doing."

His hand tightened on the metal. Dion was right. His brother… no, Megatron… had planned this move from the very beginning. He wanted power and control, and he didn't want to share it. Had Optimus given him the Matrix, he suddenly wondered if Megatron would have simply eliminated him then and there, a clean action perhaps a virus planted to act as an apparent natural cause… and he would have control. The idea was suddenly chilling. But he had denied him the Allspark's power, and this was the result… thousands offlined permanently, the city destroyed…all because he had been a fool not to see what Megatron had been up to. He should have KNOWN.

"Prime." Another voice sounded, and he turned to see Ratchet approaching.

"How is he?" He asked solemnly.

"He's ready to return to duty. I fixed the optic as much as I could, but he will have some limited scope in that one." Ratchet said frowning. "If I had the parts I could replace it entirely, but that will have to wait. I don't believe there is any medical facilities that aren't under Decepticon control, from what Prowl reports."

"Correct." Optimus agreed. Prowl had taken his squad, and he had sent others to do some digging to find out what was taken, destroyed, and still free. So far, the reports had not been favorable. "I know you will do the best with what you have."

"Luckily another medic showed up." Ratchet agreed. "Red Alert has some skill with field patching, having worked in dangerous construction zones before."

Optimus nodded, his processors thinking over what their next move would be, as the familiar shuffling limp of his weapons specialist sounded behind them as he joined the group. "We need a plan." He stated simply, turning to face his officers. "I am open to suggestions."

"Talk to him first." Ratchet suggested hopefully. "Perhaps we can reason with Megatron, find out what his demands are."

"I know what his demands are." Optimus said solemnly. "He wants the Matrix."

Everyone was silent at that. "Frag." Ironhide spat suddenly, his freshly welded scar still shining in the light, his right optic dimmer than his left now. "All this for that relic? Why don't you just give it to him?"

"Because." Optimus said quietly. They had a right to know, they had a right to see for themselves. They needed to know what they were fighting for. He placed a hand on his chassis. "It is not just a relic, it is a powerful item." His optics lifted to their curious faces. "Ironhide, you know better than the others how Alpha Trion re-built our city after the previous war."

"Yes." The weapons specialist spoke up. "He…oh frag." He paused. "So that's how he did it. I just thought he had good mechanics that worked fast." He lightly rubbed the scar on the side of his head with a thumb, and had his hand slapped away by Ratchet with a death stare for provoking his wound. "Then we can fix this… if we can get the upper hand first, that is."

"Yes." Optimus agreed quietly. "If we can stop them, we can fix the damage, and heal the wounded and off-lined. But we must act before he takes our numbers down too thin. Now…" He crouched down, and pushed a section on the side of his head activating his holographics. Everyone crowded around to see. "He has control of the City Center. From what Prowl tells me, it's heavily fortified, and we are seriously outclassed by the AMS."

"No kidding." Ironhide growled. "They're packing some serious firepower, Prime. We have to compensate."

Optimus lifted his optics, the hologram fading as he focused on his weapons specialist. "What do you recommend."

"Upgrades." He said firmly. "Military fortified upgrades, training, and recruitment. Anyone willing needs to become a soldier. We need to start an army, train them, and then work on an attack plan. We can't take him right now, he has far stronger weapons at his disposal, as well as dedicated personnel he trained himself to do exactly this. He's spent vorns planning, so we're not going to take him overnight. We need to lay low, gather our strengths, and do some serious training. No one here was prepared for a war. Most have never even seen battle simulations. We need to train now, and hard."

Optimus nodded. "Agreed. I place you in charge of that. Take Sentinal and Dion, and start planning upgrades. Ratchet, do you have any technologists handy?"

"Wheeljack and Hound are two of the best inventors I've met so far." Ratchet agreed.

"Get started on upgrades. I want officers first under Ironhides' recommendations and any further items you can come up with pass by him before implementing. We need things that the Decepticons would not think of, new ideas, subterfuge versus firepower, we'll never outgun them, but we can out think them."

Ratchet nodded firmly. "Understood sir."

"Ironhide, start training recruits. Draft up anyone you think can handle any kind of job, warrior, infiltrator, analyst, anyone you can find. We'll need them all."

"Also, Ratchet. I need you to perform security upgrades and network secure hacks into every one of our officers. You will start with myself." he said solemnly. "Though I have not used my brother's link, I do not wish to have that chance he might find away around my blocks."

Ratchet nodded firmly, obviously having been expecting this.

Ironhide nodded curtly, studying the leader. "You have a plan then?"

"Yes." Optimus said solemnly. "From henceforth, we are at war."


	6. Chapter 6: Divided They Fall

_Author's note: This story is based off the 2007 movie. While I like G1, I also find the Movie more easy to manipulate, so I'm going for a more free-form approach where I can tweak things, and you can be surprised. Therefore, it's clearly going to have some non-cannon things presented, and many liberties taken. Please read with that in mind. This is my first Transformers attempt, though I have been writing for many years, so when giving feedback, no flames, only constructive criticism and comments please._

_**How it Was**__  
__**Chapter Six: Divided They Fall**__  
__By: Nightelfcrawler__  
Disclaimer: Obviously Transformers is not my own, and is property of Hasbro. Be gentle._

* * *

_Excerpt from First lieutenant's log:_

_It has been a long cluster of vorns. After the initial attack, we had no chance to retaliate at first. Optimus Prime was wise in withdrawing, regrouping and training what little personnel we had left. The Decepticons did a good job scattering Cybertronians, and eliminating those he could. _

_Some of our squads vanished without a trace. We heard rumors he was also seeking out femmes and single-handedly off-lining them personally. For what purpose? We can only surmise that he wants to control everything, even our people's very existence. _

_I have changed, as we all have. Gone are the fun happy-go-lucky days of freedom, enter the days of war. Optimus Prime has taken his leadership position seriously, and has changed in our eyes as well. He has grown wise, patient, and a tall icon representing our very will. Had he been introduced to me before assuming his role, I would not have recognized him. As it is, we have all grown significantly older in our actions and thoughts as a result of this war._

_They knew what they were doing. They took out all communications networks, took control of the energon plants and employed those who chose not to flee as mindless slaves to do their bidding. Any who protested were disassembled in brutal fashion. Gone are the starry night skies with gentle blue glow of the city lights. Instead, replaced by smoldering smelting plants that melt down ruined buildings, fires all over as far as the eye can see as the Decepticons blow holes in anything they please, trying to hunt us down. Our planet is in ruins, dead and emblazoned with war, no longer peaceful and serene. _

_ Optimus mobilized us in one of the few places the Decepticons had not taken. It had been an old industrial plant once, long since abandoned. There are no useful reasons for the Decepticons to take it, and they haven't found us due to ingenious imagination and creations thanks to our inventor and hologram expert. It appears still to be abandoned, our energy signatures masked by a force field. Powering this field requires massive energy however, and it's risky obtaining it. Thankfully, the workers in the plants are no loyalists to the Decepticons. They had an underground train of supplies going to us in secrecy._

_The war has raged far too long. Had we been prepared, perhaps the tide would be in our favor, but at the moment everyone knows we are just denying the inevitable. Megatron has shown us he is not afraid to destroy everything to get what he wants. He has no care for lives other than his own. Even his own officers have suffered his wrath._

_It was at this point, Optimus realized that we had lost. Still, he did not for one minute think of surrendering, instead he came up with an intricate and risky plan. But it may just work. I only hope that after it's over with, we can re-build our world from the ruined shambles that it sits in._

* * *

His optics scanned the two soldiers standing at attention before them. He hardly recognized them as the uncertain younglings that he'd first laid eyes on in the council chambers so many millennia ago. They had grown, changed and adapted with the war, as they all had. They had grown up. It was their expertise that he relied on now. "Bumblebee, may I speak to you privately. Arcee, please gather the rest of your squad for the mission, thank you for volunteering." 

"Yes sir." The slim mech saluted smartly and walked out the door, leaving the taller scout with his superior. Bumblebee stood at rapt attention, his optics focused solidly on his commander.

Optimus had a fond spot for him. The young scout reminded him of himself when he'd been Orion Pax, eager to please, and very responsible. He was brave, and a formidable warrior despite his small size and lack of artillery. Ironhide had commented many times on the scout's resourcefulness and ability to blend in with his surroundings. It was also well known he was one of Optimus' elite officers, even to Megatron. Optimus Prime was counting on this. "I have a mission for you." he said solemnly. "What I told your second is only a cover. The real reason for this mission to Tyger Pax is far more important." He said solemnly. "Your lives may very well be forfeit if you accept this mission, and I will not force you to do so."

"Sir, my own life and that of my squad is inconsequential in comparison to anything of importance to our people. I believe I speak for them all in saying that we would gladly fight and die for the cause, if that's what is required."

Optimus sighed. He knew that the smaller mech would say that. He had been counting on it, yet a pang of sadness gripped his spark. He knew lives would be lost...if not all of them. Still...he needed the best, and they were it. "I have stationed the majority of our troops here at our base. It is here that they will be making the last stand. One of my expert officers volunteered to be captured and leak the information." Both of them were silent, knowing that the loss of Prowl was a tragic necessity. But Megatron never would have gone for anything short of a key officer. Prowl had volunteered, knowing the risk and the guaranteed result, and they had lost contact with him as expected. Still, the Decepticons had begun mobilizing towards their fortress. The plan was working. "The Decepticons believe that I and the rest of us are holed up at the fortress, with intentions to launch a full scale attack. With all of us in one place, they will attack...and focus their full attention there. However, as you know...we are not there." he said softly. "We are here, with a different reason. You and your squad must protect myself and my team from any forces that determine our location once we begin this mission. You must stall them in ANY way necessary. It is vital that Megatron does NOT find out that the Allspark is really here..." He said touching his chest lightly. "That the other mobilization is a diversion so we can initiate the Space Bridge and send it into the vastness of the universe...hopefully away from this planet forever. If we do this, perhaps the war will end."

Bumblebee stood taller, his optics focused completely on his commander, assessing the situation without flinching. He knew what was being asked of him, and had already accepted it. "Yes, sir." he said firmly. "I will keep Megatron from reaching you, however we can. But what if he discovers what you are doing, and follows the Allspark into the space bridge?"

"There is that chance. Stop him if you can, if you cannot then my squad will attempt to stop him as well. With all hope, he may not discover what we are up to at all..." Though Optimus knew this was being overly optimistic. Megatron was smart. Prowl hadn't known about the ruse when he'd gone and allowed himself to be captured. With hope, this would work. "I will depend on you and your resourceful team to keep us safe, Bumblebee." He put a hand on the mech's shoulder as he stood tall. "It is critical that Megatron does not get his hands on the Allspark."

"Yes sir!"

Most of what happened was told later. Megatron had taken the bait at first, and attacked the main fleet with everything his forces had. Optimus had taken his officers into Tyger Pax's secure interior, and started the space bridge's operations. They had built it here secretly while leaving the trail for the false lead. It had taken a great deal of their precious resources of energon to create it, but at long last it was ready. They could hear the battle distantly as they began to power up the array. It wasn't until they were actually ready to initiate it that they heard the explosions far closer.

"Frag..." Ironhide spun. "They've found us. I hope Bumblebee and Arcee's team can hold them back... Hurry Prime."

He turned to the massive array, and opened his chest chassis, drawing the Matrix out. Everyone's optics was on him, staring as he held the relic carefully. "Stand back." He warned, as he willed the container open, it's sides splitting to reveal the rotating Allspark within. Everyone did as he asked, as he held it up in his palm. At his mental wish, the Allspark began to unfold, twist, shift and grow... it became massive, growing larger and larger, hovering above his hand as he lifted his other to help support it, power crackling at it as it shifted, making all of their cables stand on end. Once it had finished, Optimus gave a small shove to the relic, and it floated serenely over towards the space bridge, rotating gently once as it tumbled freely, and hit the glowing beam spiraling into the sky.

Behind them, an angry bellow sounded, and everyone turned in time to see Megatron jumping into the sky, reaching for the Allspark, before shifting form and plunging into the light.

"No!" Ironhide warned. "He could be sent anywhere! It's set for random out points!"

But Megatron didn't listen, and vanished into the brilliant light, the Allspark ahead of him and out of reach before the energon began to flicker, and died, the array shutting down, spent.

For a moment, everyone was silent as they stared with disbelief at the empty space. The space bridge had no receiving end... it was set for a random point, to purposely lose the Allspark... and without having touched the item, it meant Megatron had been sent probably far from the relic... and far from Cybertron.

"Primus, is he GONE?!"

No one answered, no one dared to think about it.

"Prime, I'm getting faint signals from Bumblebee's team. We need to go and salvage them quickly." Ratchet was the first to get them back on track.

"Ratchet, take whomever you need." Prime said swiftly. "Jazz, Ironhide, with me. We need to gather the remaining forces and move them to a secure location, and get the word out that Megatron is gone. The Decepticons may break apart with this knowledge, we need to send it out there now."

They split apart, each to their assigned locations. It wasn't until later, after the communications had been sent, that they re-grouped at the ruins of their hidden bunker base. The damage was severe to their facilities, but luckily the key systems such as medical computers were undamaged, allowing Ratchet to get to work immediately on damaged comrades. Bumblebee was in poor shape. Arcee told them what happened, he had single-handedly mouthed off to Megatron, pissing him off adequately that he was distracted until the last moment. Thankfully, the Allspark's emergence into the Space Bridge had caused him to abandon his efforts against the scout, sparing his life, but leaving him dangerously crippled. Ratchet had managed to cap off his energon leaks, and was currently working to re-attach his limbs as the scout remained off-line for the duration. But Ratchet had also told Optimus that there was another more serious injury that he could not heal as he had no replacement part for Bumblebee's model. He could use advanced regenerative beams on it, but it was possible that the scout's vocal processors would never fully be 100 functional again. He hadn't told the scout yet, but he recommended that Optimus advise everyone to expect text messages from the scout for the time being.

They had lost team members in the siege. Prowl was unaccounted for, assumed dead. Sentinal was confirmed dead as was Dion. Optimus' spark ached, despite the empty Matrix sitting dark in his chest. The names continued to rise. Wheeljack, missing. Hound missing. The twins, missing. And worst of all, Elita One's team, missing each and every one. The mood was somber, as the few survivors sat awaiting repairs, the battles dying down outside. The Decepticons had broken off for the time being after the news of Megatron's disappearance, and inability to contact him. But the damage was done. The last holdout of the Autobots was destroyed, and they were scattered everywhere, communications were down, and they had no idea what to do now.

Optimus Prime stood surveying the wounded, watching as more flooded in. Compared to the millions of sparks, only a handful had found them after centuries of fighting, was this the end? Had he doomed their race now?

"How are you holding up?"

Optimus turned as Ironhide stopped beside him, surveying the same scene somberly. "I am troubled, my friend."

"Yes, I could tell. As am I."

"Without the Allspark, we cannot fix the damage, heal the wounded." Optimus said softly. "Did I do the right thing?"

"Yes." Ironhide said firmly, shooting a sharp glance at him. "Look, I never said I was a leader. I'm a soldier, I follow orders, it's what I do. But even I know when a situation is lost. You did everything you could, and you succeeded in what we had planned. It didn't turn out the way we hoped perhaps, but the Allspark is gone, as is Megatron. For now the battle has stopped. We achieved a victory here today."

A hollow one perhaps, Optimus thought, crossing his arms to study those around them. But Ironhide was right. The fighting had stopped for now, but what did they have left? Very little. Their planet was in ruins, with few habitable places any longer, the entire composition of the super-heated structures had flooded the core, and everywhere natural fires and molten metal were gushing out of the planet's surface. They had destroyed the planet. There would be no living here, not until things cooled down, and this would not happen until no more fighting happened for centuries. Then, there was only one thing that could be done.

"We must leave." Optimus said finally, after thinking through his decision. Ironhide glanced up at him, his optics questioning, but he did not voice his thoughts. "There is little we can do here. We must pursue the Allspark as well, before Megatron finds it. I only hope that he was not sent close to it." He sighed, lifting his gaze up to the stars, milky and muted through the red glow of the dying planet. "Wherever we sent it, it's out there. Only it's power can rebuild our world, and fix this mess. We cannot continue fighting against the gathered forces of the Decepticons, they far outnumber us. But perhaps in smaller groups we might have more of a chance if we spread out searching."

"I agree." Ironhide said softly. "It is our best chance. But to leave our home… many will not wish to do so."

"Those who wish to stay, can of course do so." Optimus said with a sigh. "But I fear few will choose to live in this kind of conditions. These are not suitable for any life-forms, even our own. Perhaps some will find other places to settle and wait out the Decepticons. But I know that I cannot rest until I know the Allspark is either in safe hands, or destroyed so it cannot be used like this again. It's power was not even put forth in this war, I would hate to see what would happen if it had been."

"I'll tell the others." Ironhide said quietly. "When do you wish to leave?"

"I will gather a few whom I wish to remain at my side. The rest may leave as they see fit. I will make sure Ratchet equips them all with long-distance communications frequencies to get in touch with us."

* * *

_And so, they went. Bumblebee was the first to volunteer, despite his vocal limitations, he made it very clear that he wanted to pursue the Allspark. After his bravery at Tyger Pax, I could hardly deny his request. I promoted him to my personal squad, and gave him permission to go. Arcee asked to accompany him, but I needed her assistance gathering more forces, for her speed was critical in getting word out fast. One by one, groups left, individuals set out, and teams ventured forth, all in search of comrades lost through the ages, and for the ultimate prize, the Allspark. I was slightly concerned sending so many after it, knowing any one of them might be tempted to use it if it were found, but it could not be helped. I trusted my soldiers to handle themselves in an honorable fashion. And so they did._

_I set out with my team after everyone else had departed, and we ventured into the stars. Space was vast…and though we see time differently than most, being our bodies do not age as biological life-forms do, merely wear out and require new parts, we felt our mortality as we knew that should we encounter any threats, parts would not be available. With me, I took my most trusted advisors, those who had stood at my side valiantly protecting that which they knew stood for peace and prosperity. We spent ages traveling the stars, finding nothing, and everything. We had much time to reflect, to learn from each other, to bond as a team._

_It wasn't until I received a distant signal one vorn, that some of that hope that had dimmed after the war began to rekindle. It was faint, very distant. This meant the sender was far away, light years perhaps, but I recognized the pulse._

_Bumblebee had found it._

_His message was simple. He had found residual energy of the Allsparks' passage, and was on it's tail. It's trajectory indicated it was heading to a one-sun system with several orbital planets. It was still light-years from his position, but he sounded healthy and positive. I made no delay in changing our course as our pods sped up, igniting our reserve engines as we sped towards his location._

_Several vorns later, I received another signal, stronger this time, and far more excited._

_He had located the planet that the Allspark had landed on, it had not moved from that location, the trail ended there._

_The planet held life. Biological life._

_Myself and my officers had marveled at this fact. There had been evidence and rumors to support other life-forms in the galaxy, but our kind had never before encountered it to our knowledge. Perhaps this planet would solve many mysteries of our own race, perhaps these biologicals were far distant ancestors of our own people._

_The four of us ignited our highest speed, and shot towards our destination, hope shining as brightly as the sun that poured down onto the blue globe transmitted from our scout._

_Earth. Our new home. I can only hope that our experience with these people here fares better than our last home._

_For freedom is the right of all sentient beings._

* * *

**Fin**

Author's note: Thanks for reading this little diddly. It was short perhaps, but fear not. I have a 'sequel' of sorts already 100 pages into it. Though it's post movie, it relies on this version of events to set the scene or have background information, though you needn't read either to know the other.

Hope you enjoy, look for it soon!

Nightelfcrawler


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